How To Save A Life
by Fairytale Dreamer
Summary: After X3, Xavier's School for Gifted Youngsters goes along well that is until a sexy but intimidating new teacher arrives giving Wolverine a run for his money. And, this mystery woman might even bring back an old enemy.
1. Chapter 1

**Disclaimer: **The characters and the places are not mine but made up by greater talents. However, I did use one of the comic book characters and changed their background, but that's it!

* * *

A soft breeze came through the beautiful city of Rome that early summer's day. One of the older apartments by the river on the fifth floor had its balcony door open, letting in the warm air and the sounds of the hustle and bustle in all of Italy.

Inside, a young woman was sitting in a cozy chair, reading the newspaper. Her olive skin glowed as she wore a teal summer dress matching her bright eyes. She scratched her head, messing up her short, wavy black hair only slightly.

Hearing humming from the kitchen, she spoke out, "There was another mutant threat yesterday; at the Statue of Liberty in New York."

An old, tall but fat man with a white work suit on and tan slacks loosened his orange tie as he cooked their dinner, "Oh really? What damage was done and were they arrested?"

"Not exactly. It says here that a great white light of some sort of bomb was about to strike thousands of people nearby, but it stopped before anyone was hurt. Except for a few policemen at the Statue, no one was found."

"Do you imagine it's that Magneto fella?" the old man said in a thick Italian accent.

The woman chuckled, "Probably, but I don't think he's as big of an influence on New York as the 'Godfather Bianchi'. You made the front page Pop."

She stood and took the paper over to the old man. He glanced at his picture, surrounded by his guards as he left a building in one of his Rolls Royce.

"I just had a misunderstanding with old Lombardi Scooby Doo; there is no evidence to be found. We're safe."

"Oh really? That's why you moved out here three weeks ago; just for the change of scenery; not cause your scared Pop?" the woman raised one of her eyebrows knowingly.

"Ey! I'm Leonardo Bianchi; I ain't scared of nobody; least of all Lombardi's little family. They got nothin' on me."

The woman started on the spaghetti and sighed, "Pop, you know I love you, but you need to retire; this life isn't for an old man like you. You should be sailing or going fishing with your other old buddies. You know, like a real person!"

"When have I ever been a real normal person? Your mother isn't even a normal person!"

She narrowed her eyes, "You know, that's what you told me when I asked why you two got a divorce when I was twelve!"

She went back to fixing the spaghetti while her father worked on the sauce. She sighed, and he looked at her guiltily. Then, he said, "That was a hard time for all of us Scooby Doo. But, it just wasn't workin'. Your ma and I were goin' in different directions. She taught art in Seattle Washington while I did well, what I do in New York. At least goin' up, you got to travel a lot. Summers in Manhattan with your old man, winters in Seattle with the ice queen."

"DAD!" the young lady exclaimed.

He chuckled, "Ya ya, she's been a wonderful mother. Look how perfect you turned out."

He rubbed her chin with his hand, "You know, you look just like your grandma on the first day she left her home in Tuscany to live in Rome. Just beautiful!"

As though he never uttered the compliment, the woman realized, "That's right! You promised me that you'd take me to the Sistine Chapel!"

Smiling, he stirred the sauce, "We will go, tomorrow though. My men are coming that morning because they don't believe I'm safe out here. They think I can't be by myself. Ha! I got you, don't I?"

Concerned, she admitted, "I won't be around here all the time, Pop. I'm gonna be going on my round the world trip, remember? Anyways, I think it's a good idea that they come; I don't want anything to happen to you."

But the old man smiled still, saying, "Scooby Doo, if anythin' does happen to me that you can't control, it's okay. It will just be my time; I promise I'll be fine."

She sighed, "Whatever you say Pop. Now, you mentioned that there was a secret ingredient to this sauce of yours?"

The old man hit himself in the head, "Oh the secret ingredient! I forgot to pick it up this morning! Oh well, I guess I'll just have to go back down to the market to get it!"

He put on his tan jacket and headed for the door. However, the woman in the teal dress jumped in front of him and put her hand out, "Stop! Out of all my experience; that had to be the worst fake excuse I've ever heard done. What are you up to old man?"

Offended at this, he held his hands back in defense, "Honest, I don't have the ingredient. I have to go get it; if there happens to be a florist on the way home, then I can't help it!"

The lady smiled as he kissed her on the cheek and put on his tan hat. He opened the door and left her in the apartment to tend to the pasta.

A block away, old Bianchi was at the market buying the secret ingredient. On his way back, he went to the florists and bought a bouquet of pink and white peony flowers. After he paid the man, he walked past a few old abandoned apartment complexes.

Just as he did, a black Rolls Royce pulled up next to him on the street. Just as he turned his head, he knew.

Up in the old apartment, the young woman had seated herself by the balcony again, this time picking up a copy of _Anthem_. Another cool breeze fell softly into the room, and she closed her eyes peacefully.

All of a sudden, she heard gunshots going off down in the street below. Her eyes nearly popped out of her head and she barely could speak, "Dad!"

Without hesitation, she jumped out of the chair and flew down the staircase to the outside. A couple police cars drove past her building towards the market. She quickly followed them, running as fast as she could.

When she got there, she found a crowd of people standing around. She forced her way through them and saw him.

Her father was lying on the ground, full of bullets. Quickly, she ran towards him. But before she reached him, a police officer spoke to her in Italian saying, "Sorry mam, no one can cross here."

She spoke back in his language, "NO! You don't understand! That is my father! Please, let me go to him!"

"I'm sorry but you must wait until we put him in the ambulance; just one moment."

He held her back as the ambulance came onto the scene; they quickly placed his body on the stretcher and put him in the ambulance. Pulling herself from the policeman's grasp, she jumped into the ambulance just before they closed the doors.

The medics were working on him, and warned her not to touch him until they were finished. They wrote down his time of death and then let her be with him. Finally, she touched him for the first time by his hand. It was cold.

Tears quickly fell down her face. She was too late; he was gone. There was no saving him now. _If only I had known sooner; if only I had been there_.

Back in their apartment, the spaghetti pot overflowed with boiling water.

Six years later…

Logan ran through the forest; hard and fast. He came to the edge of a cliff and stopped. He sniffed the air cautiously, and then turned around just as Warren flew down on top of him.

Warren managed to punch him in the face, knocking him to the ground. But Logan quickly pulled himself up and ran after him, grabbing him and bringing him to the ground.

They wrestled for a moment, but then Warren's wings stretched out and pushed Logan away. Logan fell and hit the ground again. Warren picked himself up and touched his neck burning in him and looked up at Logan. A few moments, they stared each other down. This was it, now or never.

With a wild yell, Logan ran for him. Clenching his fist, Warren ran to him. On the cliffside, they ran for each other. And then, in one great, intense moment, they each pulled their fists out and hit each other at the exact same time in the head.

Simultaneously, they both were knocked out. Just a moment later, the simulator shut down and revealed that they were not fighting in a forest, but in the lower levels of Xavier's School for Gifted Youngsters.

Approaching them was Storm, followed by Rouge, Bobby, and Peter. Warren got up, holding his head with pain. Logan got up, cracking his neck and never looking better.

Storm looked at both of them and said, "Good. Warren, I'm glad to welcome you to the X-Men. You passed."

"Passed? But he lost?" Logan informed her, very certain that he had been the victor.

"I didn't lose." Warren corrected him.

"Yeah, but you didn't win." Logan argued.

"Neither of us won." He finished it.

Storm nodded, "He didn't need to beat you Logan. I wasn't looking for that when I asked you to be the one to test him. His training has paid off; he passed with flying colors."

With that, she left the room along with Rouge, smiling at Logan, feeling he should have won. However, both Bobby and Peter left laughing; feeling the last action packed punch was quite a sight.

"You know, I really think that we should do that again Storm, because the way it went wasn't-"

Storm stopped and looked at Logan, "It went fine. Better than fine, actually. Logan, when school starts up next week, I want you to be in charge of a new class that we will be having this year. You're performance today was very impressive; I think you will be a good fighting instructor for the upcoming seniors of the class. However, you better watch the attitude, or I'll give it to someone else."

She turned and walked away from him, going to Professor's Xavier's former office, now hers. Confused yet satisfied, Logan lit a cigar and walked off.

As he walked down the halls of the empty school, he thought about earlier that year. The Golden Gate Bridge, the attack on Worthington Industries where Jamie 'the cure to the mutant problem' was kept. And he thought about Jean, or Phoenix, as she was that day. It was hard for him to let go of her, but the same thought kept coming into his mind. _She loved Scott, not you._ Taking another puff of his cigar, he blew it out of his mind.

Just then, he heard commotion going on. Even though school hadn't started, some of the kids were at school already because they had no where else to live. Knowing that, some kids ran down the hall, heading to the front windows.

Curious, Logan stopped Rouge by touching her arm. She had taken the medicine so didn't have her powers anymore. She looked at him with great excitement. He asked, "What's going on? Did a bomb go off or something?"

"Some kids said that they saw someone in a really nice car pull up just now. They say it's our new teacher!" and with that, she ran off.

Even more curious, Logan followed them, finding everyone by the windows up front. Leaning over with his cigar hanging out, he looking outside along with everyone else.

Sure enough there was a very nice car outside. It was a 1966 Mustang Convertible, black exterior and black interior leather seats. There was a red stripe going along each side of the mustang at the very bottom.

Its driver had just parked it out front, and stepped out of the car smoothly. Although they didn't know her, it was the same woman from Rome, Italy. She looked to be around the age of thirty, but in a very toned shape. She was dressed in tight black pants and wore a yellow halter top. She had the same Italian olive skin, pale pink lips, but her hair went a few inches past her shoulders and it was a golden color. Not blonde, just gold with the same wild curly waves.

Holding a black binder, she walked up to the front door. The students scrambled away from the front and out of sight. When she opened the door and looked in, she found Logan standing right there with his arms folded and cigar still hanging out.

"Hello." She formally said.

"Hello," Logan replied, unsure what to think of this entrancing creature.

"Is Ororo here?"

"Uh, who?"

"Ororo Munroe, the headmistress of the school." She made clear.

"Oh, you mean Storm." He said.

"Yes, I have an appointment with her."

"About what?" he said matter-of-factly.

Almost offended, she said, "About the teaching position."

In shock, he asked, "_You're_ a teacher?"

Offended this time, she narrowed her eyes at him, "Yes, I _am_. You must be another teacher. Oh let me guess, you're in charge of the pig-headed department."

"Excuse me?" he couldn't believe his ears.

Just then Storm came up to them, "Oh great, you're here!"

She went over and hugged the mystery woman, "Ororo! How are you?"

"Good. Please, come with me, we'll continue this in my office."

"Uh, Storm!" Logan followed them as they walked, "Since I am a teacher here now, you won't mind if I sit in on the 'interview' as you guys would call it, right?"

The woman bit her bottom lip in great annoyance when Storm said, "Uh, sure. I guess you can; but I'll be asking the questions, so don't feel the need to jump in."

In her office, Storm took the woman's binder and said, "Well, Miss Bianchi; the Professor told me you were an extremely talented woman, but I never you were this educated!"

Logan quickly intervened, "Whoa whoa whoa! Bianchi as in Mobster Leonardo Bianchi? Or is that just a freak coincidence?"

The woman kept her cool and Storm told him, "Yes that was her father. I'd appreciate it if you wouldn't mention that to the students; or interrupt again Logan."

"Uh, yeah, sure," he couldn't believe it, the Godfather's daughter was sitting right here in that room. He curiously thought somebody might show up and shot him.

Continuing, Storm said, "Four years at Oxford, four at Julliard, and two at Yale."

Ms. Bianchi told her, "I thought I'd try studying law, but I didn't care much for it," commenting on Yale.

Storm went over her transcripts and was in awe at every page, "This is amazing! I definitely think you will make a wonderful Literature teacher here at Xavier's."

They both stood and shook hands, "Welcome to our school, Professor."

Logan was in even more amazement, _she teaches English?_

Later on, Storm and Professor Bianchi were walking through the hallways, showing the new teacher the school. They went outside and passed by the courtyard, and stopped by the memorial stones of the deceased.

Seeing Charles Xavier's stone, the woman said, "That's awful what happened to Charles. I know that I haven't come by much to visit him, but we were old friends. Wisest person I've ever known."

"He was an inspiration to all of us." Storm agreed.

A few minutes later, Storm took her passed the sports facilities outside. She told her, "Oh, here are some of the students who live with us year round."

In the volleyball court were a few kids along with Bobby, Peter, and Warren. Bobby served the ball, and just as the ball went over the net, Warren jumped, with a little help from his great white wings and spiked it back.

The other team missed the ball. Warren smiled at Peter high fived him. He wiped his forehead with his shirt in his hand. His bare chest was a sight any woman wouldn't want to miss.

The young woman standing by Storm felt her heart leap. _Wow_, she thought to herself. Then, very calmly and formally, she asked Storm, "Who is that with the wings? Is he a student? He looks older than the others."

Storm laughed as she watched Warren fly above Peter and drop water all over him, making Peter not very happy. She replied, "Oh Warren? He's about 23. No, he's not a student; he is a member of our team. But I'll tell you about that a little later. He's Warren Worthington the III, his father owns Worthington Industries."

"You mean the company that started producing the supposed 'cure' to mutants?" The woman was very surprised.

"Yes," Storm answered.

"Oh," So many thoughts were filling her mind. _Gorgeous and rich, this is too good to be true!_


	2. Mysterious Miss B

Storm led Ms. Bianchi into the 'teachers' lounge' to meet the other professors. Looking into the room, the woman asked, "There are only _three _teachers? Will I be doubling on subjects Ororo?"

Standing in the room was an old man and another man who had purple hair and skin. They both wore casual suits and were drinking coffee.

"Oh no. I'm the only one doing that. I teach both sciences and history. You'll be our English Professor, and this is Douglas Ramsey, he is the Language & Communications teacher."

Storm introduced her to the old man and they shook hands. She added, "He can speak any language; that's his power."

"Oh," the woman commented interested.

And then she shook the violet hand of the other man. He said with a thick Russian accent, "Hello, I am Arthur Maddicks, I am Math Professor."

"What's your power, hold your breath for a long period of time?" the woman joked. However, the purple man didn't get it and said with all seriousness, "I can project any image at any time I want to. It is helpful when explaining equations."

"Ah, right," the young lady said, a little uncomfortable with the whole conversation.

Moving her along, Storm said, "Let's get your bags and move you into your new room."

Later, she and Storm were walking through the halls again with her luggage. Curiously, the woman asked, "So, how long have those two men been teaching at Xavier's?"

"Not long at all. In fact, this will be their first year here. I hired you three because I knew you would fit the roles the best. Xavier recommended each of you. When he passed away, I knew I wouldn't be able to teach it alone."

"Oh I understand I can't picture wolfman trying to teach Shakespeare to a load of kids; let alone speak it!" she added.

Storm chuckled, but quickly stopped when she saw Logan pop his head out of his room just after they passed. He watched them walk away, narrowing his eyes and growling under his breath at the woman.

"Here we are," Storm said as she opened the door to the woman's room.

"This used to be my room; its one of the nicest ones on campus," she told the lady.

"I believe you," the woman walked in and put her bags on the foot of her queen sized bed.

It was the same wooden walls as in everyone else's rooms, only there was a larger closet, a private bathroom, and double doors leading out to a private balcony.

Turing to Storm, the girl asked, "And you _opted_ not to live here anymore?"

"I'm in the Professor's room now. Trust me, it's an upgrade!"

"I don't see how it could be. But anyways, thank you Ororo; you've been more than hospitable and I appreciate the tour."

Storm went to the door, "Sure. Oh, by the way, this Saturday we're going on a camping trip with the students. It'll give them a chance to get to know each other, as well as our new faculty. It's a two day hike, so I hope you like the outdoors."

Sarcastically, she added before Storm left, "I don't know if I'll want to even be outdoors after staying in this suite!"

Storm chuckled and said, "Goodnight."

She shut the door, leaving the woman alone. A few minutes passed and she started unpacking everything. One of the last things she took out of her bag she placed on a nearby shelf.

They were pictures from all over. One of her in Spain, in France with some friends, in the Caribbean holding a giant Marlon, another in a beautiful garden next to her mother, and one in Italy with her deceased father. She sighed, and pulled out her last item. It was a small Scooby-Doo stuffed toy which she placed next to her and her father's portrait.

Looking at him, she whispered, "God I miss you Pop."

Late that night, the woman quietly left her room wearing plaid blue pajama pants and a black tank top. She turned on the light in the kitchen and opened the fridge. She looked around, but found nothing desirable enough to eat.

"What ya lookin' for?" a southern accent that came from beside her.

The woman closed the fridge to find a young girl of about eighteen sitting at the kitchen counter. She had long, straight brown hair with two white stripes at the tip of her head. She was quite a pretty girl, the woman thought.

"Umm, does this thing have a freezer?" the woman asked.

The girl pointed to the lady's feet, revealing that the freezer was a pull-out just below the fridge, "Oh! I swear the techies come out with new things every year; I just can't catch up!"

She pulled it opened and closed her eyes in pleasure. Then she turned back to the girl, "Are the items in here for certain people, or can anyone indulge?"

The girl smiled, "Go for it."

Feeling like a kid in a candy store, the woman reached down and pulled out a gallon of Ben & Jerry's. She shut the freezer and went over to the counter, finding the spoons in the drawer next to her.

She pointed a spoon at the girl, who shook her head shyly. But she groaned like a teenager herself, "I won't eat this by myself, I need to have a partner in crime! Come on, its cookie dough!"

Finally, the girl took the spoon from her and they dug in. As they ate, the woman asked, "What's your name?"

"Rogue," she replied, but then corrected herself, "Marie."

The woman gave her a curious look, "Oh, forgot your name for a second, since it sounds so familiar to 'Rogue'."

"No, Rogue's my mutant name. Everyone calls me that here. But, call me Marie. I don't really feel like a Rogue anymore."

"Why on earth not? I think it's a catchy name, unless you don't like it."

"No I do, but it's my mutant name, and that's um, not exactly me anymore."

The woman stopped eating, and put down her spoon, "You took the medicine, the 'Cure'?"

Rogue nodded.

The woman was a little disgruntled, but stayed cool, "Why? Were you ashamed of being a mutant?"

"No! Not at all; I just wasn't happy with the way I was."

Curiously, she woman asked, "What was your power?"

Still a little shy, Rogue told her awkwardly, "Whenever I touched someone, with my bare skin, I could take their energy; use their power but it made them very weak. If I touched anyone long enough, they could,"

She stopped her sentence; Rogue couldn't bear to say it. But the woman understood her, "That is a very brave thing you did. To be able to control that power for so long. I completely understand why you would want to give it up. I bet your boyfriend must be happy with it."

Surprised, Rogue asked, "My boyfriend? How did you know I had a-"

Knowingly, the woman leaned over and stated, "Honey, the boys here would be idiots it they wouldn't want to date you. Of course you have a guy! Tell me, what's his name?"

Smiling, Rogue said, "Bobby. He can make ice and freeze anything."

The woman smiled back and began eating again, "Nice. You guys excited about the camping trip this weekend?"

"Oh yeah, that should be fun. That's right; you're one of the new professors aren't you?"

"Yes I am; I'll be teaching Literature. Just call me Ms. Bian- I mean uh, Ms. B." The woman didn't want her students to know about her family's shady past; at least on her father's side naturally.

"Ms B, cool. So, what can you do?" Rogue asked interestedly as she ate more of the ice cream.

"Well, I can teach grammar, how to write essays and poems, sonnets, and give students an even better understanding of-"

"No no, I don't mean your teaching; I mean your power. What mutant powers do you have?"

She looked at Ms. B eagerly; Rogue knew she hadn't mentioned it to anyone yet and wanted to be the first to know.

Ms. B was hesitant, and then asked the girl, "Why do you want to know? My powers are not why I'm at this school; I'm here to teach you, not use what powers I may have to save the day or make balloon animals!"

Taking some more cookie dough onto her spoon, she asked Rouge, "How do you know if I even _do_ have powers? Do you not think that a human can teach mutants as well as a mutant? Sweetie, you're a very nice girl but in the future when speaking to people, I recommend that you speak politely and don't ask questions that can be so personal. Got it?"

Uncomfortable, Rogue let out a nod of her head. Ms. B bug into the ice cream again saying, "Good."

After a moment of silence, Ms. B added, "I think I like torturing my upcoming students with my mystery and will hold that information as long as possible merely for my own enjoyment anyways!"

Rogue's mouth dropped, "What about all the stuff you said about speaking politely to everyone?"

Ms. B smiled, "Yeah, but I only meant that when you're in my classroom; I don't give a damn when you're just hanging out with your friends. Seriously, who wants to act grown up all the time? I know I don't!"

Rogue laughed at her. She didn't seem like she'd be a Professor. But, she didn't seem like a bore either.

Finishing the Ben&Jerry's, Rogue said, "I think you're going to be my favorite teacher."

Ms. B threw the empty bucket away, "Oh, don't say that until after the first day of class! I think it's best if you stick with 'friend'."

"Friends?" Rogue couldn't believe that a grown woman could be so young with her.

"Amigas, padres, Ben&Jerry pigs, whatever!" she grinned at the girl.

Rogue laughed and got off the stool, "Okay Ms. B. Well, it's late; I should get back to my room. See you tomorrow!"

"Goodnight Marie," the caused Rogue to turn back to Ms. B, who was smiling warmly.

She smiled at her and walked out of the kitchen. Who would've thought an English Scholar could be that cool?

The very next day, Rogue was telling Peter, Kitty, and Bobby about her chat the other night with their new professor.

Peter remarked, "Yeah, she has to be cool if she drives that mustang around; God I love that car!"

"Still, I'm dying to know what her mutant power is!" Rogue told them.

"Well, she might not even have one at all, like you said she told you she _could_ be human." Bobby explained.

"Or, she could have been a mutant, but took the medicine because she hated her powers, or was afraid of it. Who knows?" Kitty replied.

"Well, I can't just sit around and let her torture our minds like this; I have to know who she _is_!" Rogue stated.

"Or _what_ she is!" Peter replied as they watched Professor B walk through the gardens outside.

They sat on the bench and thought for a moment. And then, Kitty piped up, "Oh my gosh! I've got a great idea!"

She leaned over and whispered it to the others. Just then, Logan walked passed them. He stopped, turned, and looked at them as they whispered.

"Hey guys," he startled them, "What are ya up to?"

Three of them had no clue what to say. However, Bobby smiled and told him, "We're talking about Professor B; man is she cool. I mean, have you seen her car? Oh, I heard that she's-"

But before Bobby could jabber on any longer, Logan, disgruntled, left without a word.

"How did you know to do that?" Rogue asked.

Bobby cracked his fingers and put his arm around her, "Oh, just something I've noticed in the past couple days. He doesn't like her at all."

"Really?" Kitty asked, surprised.

"Man, I figured he'd love her; I mean, look at her! She ain't the ugliest woman I've seen." Peter remarked.

"She is beautiful, but Logan isn't like that. He's still upset over the whole 'Jean thing' you know. These things take time; besides, I think he's just jealous." Rogue commented.

"Jealous? What? Would he kill for her thighs?" Bobby joked.

"No I don't mean like that! I mean, everyone's talking about her and saying how cool she is. I guess Logan thinks she stole his spotlight." Rogue explained.

"Hmm, interesting. Anyways, who are we gonna send to go through with Kitty's plan?" Peter asked.

They all looked at each other, and made the decision.

They got up and started walking back inside, but then Bobby remembered, "Hey, should we get Warren in on this?"

"Warren went back to the city yesterday. Who knows if he's coming tomorrow; he's too old to be a student here and he's too young to be a teacher here. Doubt Storm will even _let_ him come she's been so strict lately!" Peter told him.

Bobby shrugged and let Peter and Kitty walk back inside. However, he and Rogue followed the pathway to the garden.

Holding his hand, Rogue asked, "You don't think this is cruel, do you?"

"Of course not; we aren't hurting her! We're merely _testing_ her. Don't worry."

Finally, they found her gazing at some pink peony flowers. Closing her eyes, Ms. B thought of the blood dripping from her father's body onto the same flowers. She suddenly felt sick in the stomach.

"Ms. B?" Rogue asked, startling her a little.

She turned and looked at them, "Oh, hey guys. Can I help you with something?"

"No, I just wanted to tell you about the camping trip tomorrow." Rogue said.

"I already know about the trip; Storm said we are leaving at seven o'clock tomorrow morning. Excited?"

"Yeah, except," Rogue hesitated a little, "Uh," she didn't know if she could say it.

"Are you okay Marie?" Ms. B placed a hand on her shoulder gently.

Urgently, feeling the plan failing, Bobby piped out, "She just wanted to tell you the time's changed. For tomorrow. We're actually leaving at eight!"

"Really," Ms. B curiously asked, "Why?"

"A few students that haven't arrived yet are coming tomorrow morning. Storm wants to wait for them; she sent us here to tell you. No big deal, just an hour later." Bobby smoothly saved the lie.

"Oh," Ms. B nodded her head, "Cool. Thanks for the tip Bobby, see you two later!" and she walked away.

Curiously, Bobby leaned over to Rogue and whispered, "I don't remember mentioning my name to her. She must be telepathic!"

Rogue laughed at him and said, "No, she's not; trust me!"

In a peaceful rest, Logan slept soundly in his bed. But suddenly, there was an obnoxious banging on his door. He crawled out of bed, and opened it. Peter and Bobby were standing there innocent-eyed, saying, "Ten minutes and we leave without you, _Professor_!"

Logan looked at them, groaned a little, and slammed the door. They stared at the door another few minutes until they heard from within, "I'll be out in five; go away!"

The sun was just over the mountains as everyone met at the edge of the property next to the forest. Storm looked around and said, "Kitty, have you seen Professor B?"

"Oh yeah, she's behind everyone; so no one wanders off!" she lied.

There were quite a few kids, so Storm couldn't see through the heads of them. Nodding, she checked her off and they started the hike.

Then, at eight o'clock that morning, Ms. B had a bag packed with blue sneakers, cargo shorts, and a grey t-shirt on. She pulled her wavy gold hair back in a bun and left her room. She walked down the stairs, and went outside. She headed towards their meeting point at the edge of the forest.

However, when she noticed the empty field, she raised one eyebrow. Then suddenly, she laughed as hard as she could, "I don't fucking believe it; those sneaky little brats! They really got me didn't they? Ha,"

Ms. B realized that Bobby and Rogue were behind this, probably with a few others. They were testing to see how she would get herself to catch up to everyone else. They think she would use her powers.

"Wow, they're good!" she admitted to herself, "But, I hate to disappoint them. Man, it's a good thing I was on the track team!"

Tightening her backpack, she ran into the woods.

Around the same time, Rogue was walking next to Bobby along with the rest of the group. They were the last ones in the group, at the end of the line. Every minute, Rogue would look back for Professor B.

Concerned, she said, "You don't think she'll get lost, do you? I mean, she'll be okay won't she?"

Just then, a kid in the group exclaimed, "Hey! Look up there! Do you see that?"

They all looked up seeing a pair of wings flying over them. Warren flew down onto the side of the mountain and came up towards Storm.

Smiling, she said, "You made it!"

Loosening his pack back a little, Warren replied, "Sorry I'm late; I had an unexpected visit from my dad."

A few of the girls nearby them smiled and whispered to each other about the cute winged Angel.

Bobby sighed, thinking it might have been Professor B. Then, Rogue caught his attention by repeating, "You _do_ think she's alright, don't you?"

"She's fine," Bobby comforted her, "You said how smart she is; I'm sure she can find us easily!"

Running through the trees, Ms. B thought to herself, 'I am so fucking lost!'

The forest around her grew even thicker, making it hard to see anyway at all. She stopped, and took an aggravated breath, "I'm so _fucking_ lost!"

She listened for any kind of commotion; hoping to hear the pack as they hiked up the mountain. However, she didn't have superhuman hearing, so she groaned and pushed her way through the thick leaves.

A few thorns hit her face as she struggled just to get through this difficult path she was trying to make. Suddenly, a long twinned branch smacked her right in the face, "Ah God!"

She walked further blindly to get out of the brush. She felt her face; she was alright. However, she took one more step forward, and found no ground to hold her up!

"WHOA!" she slid down the side of the cliff, but grabbed hold of the edge just in time.

She dangled there with her one left arm keeping her from a severe fall. Looking down, she saw that she had to be at least thirty stories from the next patch of grass.

"This is not good!" she said aloud to herself.

Then suddenly, the root she was holding onto began to rip slowly from the cliff, "Oh God no!"

She couldn't believe it; first her hiking outfit was covered in dirt, and now she was going to fall thirty stories down to the valley. As she tried to reach her free hand for something else, the root gave way and she fell and she whispered, "Oh shit!"

"AHH!" she screamed as she fell.

On the same mountain, but on the opposite side, the group heard her scream.

Rogue recognized the yell and cried, "Oh no! We've killed her!"

Bobby, Peter, Rogue and Kitty began running, "We'll never make it in time!"

Back in the free fall, Ms. B looked below her at the ground that grew closer and closer. Taking a deep breath, she knew what she must do. She would use her power. It's all she could do now.

Closing her eyes, Ms. B took a deep breath. She felt the power surging inside of her, and then the feeling of strong arms overtook her.

'Wait, _that_ doesn't feel normal!' she thought to herself.

Opening her eyes, she saw herself flying up, "What?"

But then, she saw him. It was the guy with the things. He caught her just before she tried using her own powers. Relaxing, she sighed with relief, "Wow!"

He flew down to the mountain, landing on the ground causing everyone to run over. Like a fragile eggshell, he let her down.

"Are you alright?" Storm asked, coming up to them.

Still surprised at the rescue, she brushed herself off, "Yes, thanks to umm," she couldn't believe she forgot his name.

"Warren, Warren Worthington," he shook her hand politely.

She smiled and said, "Hi, I'm Professor B. But just call me Helena."


	3. More Than a Camping Trip

That evening, wound down tremendously. The tents were set up and most of the students were already asleep. Storm was going around; making sure everyone was in their own tent. Suddenly, she heard a tree branch break and spun around to find

Logan walking out from the darker parts of the woods, smoking a cigar. He looked at her innocently, "What? A guy can't have a smoke? The kids are already in bed! Besides, _those_ _two_ are probably disturbing them more than I am."

He pointed the end of his cigar over to fire in the center of all the tents. Helena, Ms. B, was chatting up a storm with newfound bud Warren.

With an unamused expression, Logan added, "They've been talking all day; from the very moment he saved her sorry ass."

"Logan," Storm said in a warning voice.

He put his hands up in protest, "Sorry! There's something about that woman; I can't put my finger on it but, there's something she's not telling us. I can feel it. She's just one of those people I can't trust."

Storm smiled and nodded, "Uh huh," in a sarcastic tone.

"What are you grinning about?" he took another puff of the cigar.

She looked over at Helena, laughing with Warren flirtatiously and then back at Logan who watched them. Chuckling a little, Storm leaned over to him and whispered, "I think _someone_ has a crush on the new teacher!"

Logan almost dropped his cigar from his mouth. Blinking his eyes at her, he pulled it out, "What?"

"Oh come on Logan! 'There's something about her'. You totally dig her."

"No I don't. You have it wrong; I _dislike_ her." Logan corrected her.

"Uh huh," Storm began walking over to her tent.

He followed her in great protest, "No, don't do that Storm, really I don't-"

She stepped inside her tent and looked back at him, "Logan, it's late. We're getting up early. Do yourself a favor and go to sleep. Goodnight!"

Without waiting for a response, Storm zipped her tent shut and let Logan worry himself about the words the rest of the night.

Still by the fire, Helena and Warren sat on the logs listening to the crickets. Helena took her stick and put another marshmallow on it; making another smore.

"So, NYU. That must've been tough." Helena commented on Warren's graduation from the school the year before.

"Not exactly; I mean, my first year I had to take calculus which blowed. But nothing too bad besides that."

Letting the marshmallow burn in the fire, she corrected herself, "No, I mean, with your uh-" she nodded her head towards his wings, "There's been controversy over mutants for a long time; it's been going on even this year. Thankfully Dr. McCoy's in the UN now making things both better and _bluer_ in his case."

Warren didn't respond after Helena stopped her jabbering. Seeing he was upset, she replied, "I'm sorry. I shouldn't have pried into your personal life like that."

"No, its okay," he stared into the fire, "I uh, took online classes from my apartment. Nowadays people can do anything from the computer."

Helena nodded in agreement, "Lazy over-weight bastards," and stuffed the smore into her mouth.

The marshmallow ran down her face, making her a complete mess. Warren watched her in amusement and laughed, "Keep that up and you'll be right there with them!"

With graham cracker filled in her mouth, she mumbled out, "That's impoffible wif me!"

She cleaned off her mouth and swallowed the smore goodness. Clearing her throat, she informed him, "There is no possible way that could happen. I've been working out every day for at least two hours since I was thirteen. Before that it was only an hour."

Warren couldn't believe it, "Yeah, right."

"No really," she took his hand placed it on her thigh, "Have you ever felt thighs this firm?"

Trying to stay cool, Warren cleared his throat and tried hard to stare at her eyes instead of everywhere else.

But, Helena didn't stop there. She took his hand and placed his on her stomach this time, "And what about my stomach; I don't have the six pack abs only because they look

unflattering on women. But, have you ever felt a harder stomach on a girl?"

Not really paying attention to her words, he simply replied, "Can't say that I have."

But then, realizing he had only just met this woman, he slid his hand away. He folded his hands together and leaned over, looking into the fire and trying not to think about how sexy this woman was.

Realizing immediately why he moved, she was about to say something, but someone else did.

"Professor B?" a quiet voice said.

Both Warren and Helena turned around to find Rogue and Bobby standing there in their pajamas.

Smiling, Helena said, "Hey guys! Again, how can I help you?"

Rogue and Bobby walked over in front of them. Nervously, Rogue said, "It was our fault that you were late; we told you the wrong time!"

"We're the reason you almost died if it hadn't been for Warren," Bobby helped.

"We just wanted to see you use your powers," Rogue felt so ashamed.

Helena stood up and went over to Rogue, hugging her, "It's alright. When I got to the field this morning, I kinda knew you all were behind it. Including you two back there!"

Helena looked over her shoulder at Peter and Kitty, who were peering out of their separate tents at the huddle by the fire. When they heard her and saw her eyes, they hid again.

She laughed and comforted them, "Don't worry about it guys; you were just having a little fun. And you should, you're seniors!"

Feeling better, Rogue breathed in calmly as Bobby walked her back to her tent.

Suddenly, Helena realized something and called to them, "Hey guys!"

When they looked back, she said, "Just so you know; you're gonna have to try harder than that to find out what I may or may not be capable of!"

They smiled and left her and Warren. Helena laughed to herself and sat back down next to Warren. He looked at her and wondered, "How is it you're friends with your students already, and you haven't even had your first class yet?"

Helena cracked her knuckles and put her hands behind her head, "Well Warren, I'm a very likeable person. One minute I could be in an argument with someone, the next we'll be holdin' hands and goin' to see a movie!"

He laughed at her, and she laughed at herself. Curiously, he asked her, "What _is_ your power anyway?"

She laughed again and asked, "Are you no better than my students Worthington?"

He chuckled, "Yeah but I really wanna know," he leaned in closer to her and looked into her eyes anxiously, "Tell me."

Not intimidated or the least bit nervous, she looked back into his baby blue eyes and responded, "Oh Warren, haven't you heard it's good to have a little mystery about yourself?"

"Yes I have. But, I believe that people should always be honest with each other; above all else," he leaned in even closer, trying to make the goosebumps form on her back.

But, she wouldn't move, she only grinned at him as though she's had years of practice, "Well, than honestly, I want you to kiss me. Right now."

He grinned at her, "You're bold; I like that."

Seriously, she mocked, "You have wings; I like that."

Warren couldn't help but chuckle again. She was really funny. However, she didn't smile. She gazed at him still, and leaned closer whispering, "Now, you never responded to my honesty. That's causing doubt to crawl into my mind."

Annoyed, he told her, "You know, now that I think about it, I've been waiting on you hand and foot all day. First I saved your life, then I shared this whole night with you, and now you're asking me for a kiss. Are you always this demanding?"

Pushing her lips together she said softly, "Only with people that save me life. And if I've calculated the times, there's only been one. Besides, you like my orders."

Warren smiled and placed his hand on her neck, rubbing it with his thumb, "Honestly, I really do."

They leaned into each other and kissed. Helena closed her eyes and breathed in his sweet taste. Her tongue played around in his mouth sending goosebumps up Warren's spine. She placed her hand on the back of his head, wanting to play with his hair. However, his blonde locks were shorter than she suspected, so she moved her hand down to his neck. Just before she leaned out of the kiss, she made a soft moan.

Leaning back, she breathed in deeply and opened her eyes. He gazed at them, amazed at the Caribbean Sea teal they resembled. He touched his lips in awe, and then said, "So, would you like me to walk you back to your tent like any gentleman would?"

Chuckling, she replied, "No; I'll be out just a little longer. Goodnight, I will see you tomorrow bright and early!" she said with a sarcastic tone of excitement.

Warren stood up and smiled at her, "Goodnight Helena B. Oh, by the way, what does the B stand for?"

Helena bit her bottom lip and said, "I'll tell you tomorrow. Night."

He smiled at her one last time, and then turned and walked back to his tent. Watching him walk away, Helena dropped her head to her shoulder and looked at his cute butt from an angle thinking to herself, 'Nice!'

As soon as he was gone, Helena got up from the fire and put it out. Looking around the tents, she pulled a pack of cigarettes out of her pocket and lit up. Taking the first smoke, she breathed in and out, relaxing.

She sat back down just when a voice came out of the darkness, "I didn't know teachers were aloud to smoke on these trips."

It was Logan. He had on his brown leather jacket, white t and jeans with a scruffy look about him. Not caring much, she took another smoke and answered, "I follow the best examples here. I saw you with your cigar earlier tonight. Smelled it actually."

Logan rolled his eyes and sat down on a log nearby, "So, do you always sit outside in the middle of the night in the dark? You're not a vampire are you?"

She glared at him and replied in a stern tone, "No; but I do suck the lives out of innocent men. I was hoping you were my next target."

He barely let out a hint of a chuckle and asked, "Are you always such a bitch to everyone?"

Helena raised her eyebrows and asked, "Are you always such a jackass?""

Wishing he had never come over to her, Logan lit up a cigar silently.

Hating the eerie silence, Helena said, "Besides, I'm already the most popular teacher here. The only person that _actually_ thinks I'm a bitch is you!"

"That's because I'm the only one here not buying into your act!" Logan stood up and threw his cigar away. Moving a step closer to her, he glared, "I'm onto you. I don't know what you're hiding; but believe me, I'll be the first to find it out!"

With that, Logan marched back to his tent in a fury. Taking another puff, Helena raised one eyebrow, and then laid down on the log. She looked up at the stars over the trees. Out of all the places she traveled in the world, she always felt the most amazed at the stars.

The next day the group got up early for their hike to Magnolia Falls. By the time they got there, it was already noon. After lunch, Storm told the kids to stay close to the lagoon and not travel to close to the falls, which extended fifty feet above the lagoon.

All the kids got in the water, playing and having fun. Storm got in and started doing a few laps. Logan wasn't even by the lagoon, but off sitting on a rock at the edge of the mountain.

Helena smoothed the stomach of her red one piece and looked back at Warren, who was sitting down.

"Aren't you coming?" she asked.

"I'm not really a water person; I take more to the sky. But go ahead, I'd rather tan." He took off his blue t-shirt and Helena again got his in his muscles.

"Helena?" he asked.

"Oh, right, sure!" she nodded dopily and ran into the water, diving in.

Swimming down, Helena went to the bottom of the crystal clear lagoon. Spreading her arms out, she closed her eyes and breathed normally.

Above her, Rogue and Kitty were looking up at the waterfall.

"That looks like it would be a rush!" Kitty commented.

"What does?" Rogue asked.

"You know," she pointed to the top, and drew her finger down to the water, "To jump it!"

"Are you serious? That's too dangerous!" she exclaimed.

"No its not! Back home my buddies and I would do it off the ol' bridge all the time; twice as high as that! Come on, don't you wanna have some fun in your life?"

Rogue thought about her words carefully, 'Ms. B did say I should; I _am_ a senior. Oh, why not?' she thought.

Looking around to make sure Bobby was busy hitting Peter with frozen water, Rogue and Kitty slipped out of the Lagoon and climbed up the back of the waterfall.

Just then, Helena came back up to the surface. She faked a deep breath as though she was holding it the entire time. Looking around, no one was paying attention. However, she glanced to her right and found Logan standing on the edge of the forest, staring at her suspiciously.

He was too far away to say anything, and kids were in between them playing. But his eyes were almost hypnotic. All Helena could do was stare back. Then, suddenly, she felt something. Something bad.

Kitty and Rogue got to the edge of the rock just next to the waterfall. They both looked down, and then Rogue said, "We should go one at a time; when the first one is done they should get out of the way, and then the second can go!"

"Sounds good! Now, who goes first?" Kitty asked.

They looked at each other a moment, and then played rock paper scissors. Kitty had rock, Rogue had scissors. Butterflies were forming in her stomach; she was so nervous. And the jump would be a big one.

'No! You can do this; it's gonna be a rush; a blast!' she encouraged herself.

Closing her eyes, Rogue leapt out from the rock, falling to the water. She let out a yell of joy, loving every moment.

Hearing her, both Helena and Logan watched her fall to the water.

However, when Rogue went under, the power of her weight forced her all the way down. Unknowingly, she was stopped by a boulder under the surface, scratching her head and knocking her unconscious.

Helena watched the water for a moment, and knew that Rogue wasn't okay. Everyone else saw it too, and Bobby screamed, "ROGUE!"

Without a breath, Helena went under water. Worried himself, Logan dived into the water after Rogue.

Warren ran knee deep in the water, finding Storm beside him. She couldn't believe it, "Oh no, Rogue!"

Under water, Helena swam as fast as she could. She immediately found Rogue and grabbed her, swimming back to the surface and going ashore.

However, she was so fast that Logan didn't see her get Rogue, and searched for her still.

Helena quickly went ashore and placed Rogue down. The kids, Storm, Warren and Kitty crowded around them as Helena did SPR. However, it didn't help. Seeing her fatal head wound, Helena delicately placed her hand over it.

She closed her eyes and the power inside her surged. Finally, she opened her eyes just as Rogue woke up, coughing out water. Her bloody wound was completely gone.

"Oh my God!" Kitty exclaimed, referring to Helena's power.

Bobby bent over Rogue and held her, noticing the blood stain, but no wound. He looked at Helena dumbfounded, as did everyone else.

Just at that moment, Logan came to the surface of the water. He looked over at the shore, seeing everyone crowded around Rogue and Helena. At that moment, Rogue stood up, she was okay.

Logan swam over to them, and got out with his clothes soaking wet. He walked over to the circle just as Bobby and Rogue walked away, and asked, "Did I miss something?"

"We just figured out _her_ power; she healed Rogue!" Peter whispered to him.

Helena rose, and for the first time, she looked nervous and out of place. Breaking the silence, Storm asked, "What's your name?"

Helena acted as though she didn't understand, "My name? You know its Hele-"

"I know. But what is your mutant name?"

Everyone waited for an answer, still dumbfounded by the whole scenario.

Helena raised her eyes to them, feeling as though she were caught and admitted her name, "Lifeguard."


	4. Love is a Nightmare

After the incident at the Falls, Storm decided it was best to head back to the campus. Everyone seemed fine, just excited to finally know what their new teacher's ability was. However, the entire hike back, Helena didn't talk to anyone. She made herself distant so that even Warren couldn't get close to her.

Once they arrived back at school, she went into her room and didn't come out. Rogue, concerned and still having not thanked Ms. B for saving her, knocked on her door. No answer. She tried again, still no answer.

"I think she would've answered the first time if she was going to answer at all," Logan pointed out to Rogue.

Rogue looked at him sternly, "I want her to know that I'm sorry about making her use her power. She's obviously sensitive about it like I was with mine."

"Yeah, but what the Hell's up with her name? _Lifeguard_? Give me a break; how corny is that?" he turned and started walking away.

Defensively, rogue followed him saying, "What's wrong with her name? It fits her description perfectly. If it wasn't for her I'd be in a coma, or worse dead!"

Logan stopped, and looked back at her apologetically, "Rogue; I'm sorry. I didn't mean to hurt you like that. I just don't-"

"Don't trust her? What more proof do you need! And would you stop calling me Rogue?" she turned and walked away from him angrily.

Logan sighed frustrated. Now Rogue wouldn't even talk to him. Great, could this week get any worse?

The following morning was the first day of classes. Lit started at 10:00 that morning. The students were waiting impatiently at 10:10 with no teacher.

"Where is she?" Kitty asked.

"Dunno; maybe she saved herself and got the Hell outta Mutant High!" a snobby boy replied to her from the back.

"Or, maybe she just forgot to set her alarm!" Professor B said as she walked through the door.

She was dressed in black pants with white stripes going down and a collared button down office shirt with rolled up sleeves. Her hair was pinned back, and she slammed her briefcase on her desk.

"Today is your first day in AP literature. Storm has recommended you few seniors to be in this class. After today, if you don't feel you're up to the expectations of this class, she will move you to one of the lower levels in English which I also teach to the other students here. Does anyone have any questions before we begin?"

Taking his part as the bratty class clown, the same kid that spoke up earlier raised his hand and said, "Yeah, are you gonna show us how you did that thing to Rogue yesterday? That was really-"

Before he could finish, the Professor was in front of his desk and leaned close to him, "If any of you decide to bring up anything not concerning this class without my permission and especially about mutant powers; I will send you immediately to the Headmistress's office and fail you for the day. I have no tolerance for smartalics like you Mr. Bronson, so you better learn to listen instead of jabber on, understood?"

Trying to hide his intimidation, the boy nodded. She smiled, "Good. If there are no more questions we will start."

She walked back to the chalkboard and wrote her name on it, "I am Professor B. While we are in school you will refer to me only as Professor B and nothing else. Now, please turn your textbooks to page 199."

She leaned on her desk as everyone opened their lit books and looked for the page. When they got there, she called on the same boy, "Mr. Bronson, would you please read the poem on that page please?"

Disgruntled at the request, he cleared his throat loudly and read:

"O my Luve's like a red, red rose  
That's newly sprung in June:  
O my Luve's like the melodie  
That's sweetly play'd in tune!"

He looked up at her, unable to stand it any longer, "Do I have to read the rest of it, this is boring stuff!"

At that moment, Warren stopped outside of the back door to the classroom, and watched her sigh in aggravation in the moment.

Then, she looked up at the kid with a new found confidence, and said without looking at the book, "As fair thou art, my bonnie lass, So deep in love am I: And I will love thee still, my dearTill a' the seas gang dry"

She moved around the room, reciting the poem from her own memory. She looked into the eyes of each student, saying the words as though they opened their eyes into her soul. She gathered emotion as she read each word as though it could be her last.

Finally, she ended it with, "And fare thee weel, my only Luve, And fare thee weel a while!  
And I will come again, my Luve, Tho' it were ten thousand mile."

The boy in the back looked at her, somewhat amazed at the dramatics she put into the poem. Bobby smiled at Rogue, who was grinning and clapped for Professor B. The other students joined in, clapping as well.

Helena tried to hide her smile as she sat back on top of her desk. Warren smiled, and left them in the classroom unseen all the while.

After everyone stopped clapping, the kid raised his hand again.

She raised her hand to him, "Yes Mr. Bronson?"

Trying to think of the words, he said, "So, this guy uh, Robert Burns; he was like crazy in love with this chick?"

She chuckled a little, "Yes; he believed strongly in love. A wise man once said, 'Love is the most beautiful of dreams and the worst of nightmares.' Even though this poem is the positive side of love; I firmly believe that this quote defines it completely."

"Who said it Professor B?" Bobby asked.

"A poet known as Will Shakespeare. Which brings me to your homework for tonight."

Everyone groaned as she picked up a piece of chalk. Turning when she heard their moans, she exclaimed, "It's not paperwork so you should be grateful. Or, would you like me to hands out worksheets? I have plenty!"

The class turned dead silent. Helena went back to the board and chuckled to herself whispering, "Young people!"

After she finished writing, she turned to them saying, "I want you to search through this entire textbook for the quote that best fits your interpretation of love. Once you find it, you will practice saying it out loud. Tomorrow, each student will come up here and recite their poem with as much emotion and passion as I did. Afterwards, you will explain to the class why you chose this poem and explain your feelings on it."

The bell rang, and the students got up and left. Helena went to her desk and began getting ready for the other classes. Squeezing her textbooks in her hands, Rogue carefully approached her teacher, "Professor B?"

Looking up from her desk, she said, "Yes?"

"I am, wanted to thank you for the other day," she said nervously.

Before Helena responded, Rogue told her, "And I hope you're okay; I was worried about you all day. You haven't talked to anyone about it have you?"

Sighing, she said finally, "No, I haven't."

Helena stood up, and walked Rogue to her door, "Marie, I'm glad your alright; there's no way I'd ever want anything awful to happen to you. It's just; it's been a long time since I used my powers on people; to save people. Even though it's such a helpful power; some people don't appreciate it."

"That's crazy!" Rogue replied.

"I know; but it's true. Now go on or you'll be late for class!"

Rogue began to leave, but then remembered something and walked back to Helena, giving her a hug. Helena, very surprised, hugged her back.

"Hey, don't tell the other kids I'm an ol' softie; or they'll start thinkin' I'm not such a tight ass and try to get out of homework!"

Rogue smiled and started walking away, "Sure thing Professor B!"

That evening, Helena was back in her room leaning on the railing outside on her balcony. She closed her eyes and breathed in the warm breeze coming from the east. Suddenly, she heard a knock on her door.

She walked over and opened it, but no one was there. Curiously, she began closing her door, but realized there was a note on it. She peeled it off and shut her door. Opening the envelope, she read a note saying, '_Be ready for a night on the town in fifteen minutes. I'll be waiting. –W.W.'_

Helena smiled, but then realized she only had fifteen minutes, "He's got to be joking!"

Twenty minutes later, Helena was zipping up her dark forest green dress, and then put a brown quarter length sweater on over it. She fluffed her wavy golden hair in the mirror and then walked to her door. She opened it, but no one was there.

Curiously, she looked down the hallway. No one. Then, she went back and read the letter over, "He never told me where to meet him," she commented annoyed that he was that dim-witted to forget.

"I didn't need to." A voice came from her window.

"Oh Jesus! Don't do that," she walked over to the outside balcony and greeted Warren.

"Well, someone looks nice," she complimented, admiring his nice black slacks and dark navy button down shirt.

"You look great too," he said, just a little bit awkwardly.

Eyeing him suspiciously, she said, "Are you nervous Mr. Worthington?"

"What?" he replied, breathing in deep, "No, of course not."

It was clear to her that he didn't know how to act around her since after they kissed, and then after her ignoring him yesterday.

So, she walked all the way over to him, leaving no space between them, pressing herself to him, "I think we should just get this out of the way so you can relax."

Pulling his collar, she locked him into a simple polite kiss. When she let go of him, he leaned back and breathed easier, "Okay, I'm good now."

She chuckled, "Good. Now, where are you taking me?"

He smiled and told her, "You'll see," and extended his hand to her.

Curiously, she took it, and not a moment later they were off the ground. Surprised, Helena grabbed a hold of him. Warren smiled, and flew higher and faster. After a few minutes, they were flying above New York City.

Gazing at the view, she told him, "This is just like Superman!"

"What do you mean?" he asked.

"You know? Superman? The movie? With Christopher Reeve and Gene Hackmen?"

"Oh, you mean the guy from Enemy of the State with Will Smith!" Warren commented cluelessly.

'Obviously, he's not a movie classic buff!' she thought to herself.

Finally, Warren began slowing down his speed, and lightly landed on top of one of the buildings. She let go of him and looked around, "Where are we?"

He took her hand and led her through the roof door, "At a hotel called the Plaza Hotel. We have reservations."

"Wow," she whispered aloud to herself.

Only a few minutes later were they sitting at the nicest table with the best view of Central Park before them.

"This is wonderful; but how are you paying for this?" she leaned over and asked him.

"Well, my father _is_ the CEO of Worthington Industries and does rake in quite a large sum of-"

"Oh right; keep forgetting you're a millionaire!" Helena nodded, remembering he was rich and extremely gorgeous.

The waiter came over and asked, "What would you like to drink Madam?"

Helena glanced at Warren, making sure it was okay to get anything. He smiled and nodded confidently, so she told the man, "I'll have a dirty martini and the lobster special. Oh and for dessert-"

"Uh, no dessert. I'll have the merlot and the lobster as well," Warren added, giving the waiter their menus.

Confused, Helena looked at him, "I thought it was okay to order anything; sorry, I go overboard sometimes-"

"No its okay," he leaned over and touched her hand, "I just have something else in mind for dessert. These places aren't my favorite for that."

"Oh," she wondered, "Sounds good."

She watched him hold her hand, rubbing it with his thumb. Looking up into her eyes, he asked her with an innocent look, "Did I ever tell you how incredibly beautiful you are?"

Taken my his comment, she snorted loudly, and then tried to cover it up, "Sorry, sorry! I'm just uh, whew. I umm, haven't heard someone say that in a very long time."

"Really?" he asked interestedly, "How long?"

Just then, their drinks were brought and Helena grabbed hers and began to drink. Warren took a sip of his wine, and she asked, changing the subject, "How's the merlot?"

"Very good," he told her.

"Yeah," she said, her mind wandering away, "My father used to drink it like it was Gatorade!"

"Oh?" Warren asked, "What was he like?"

Helena sighed, and took another swig of her martini. She knew she'd have to tell him sooner rather than later, so, she explained to him of her father being Leonardo Bianchi and how he did die.

Afterwards, Warren told her, "That's awful Helena; I'm so sorry. I bet he was a great man, despite the rap he had in the news."

Thinking about it as if it were yesterday, she admitted, "You know, I never really felt like he was in the 'business' at all. My parents divorced before I was twelve, and I lived with my mom in Seattle until I went off to college. However, during the summers, I'd come here to New York to be with him. Man, he treated me like his little princess. He'd take me to the Central Park Zoo, the Broadway shows, everything. He was a great cook too; learned it all from his ma back in Tuscany."

"He sounded like a sweet man," he admitted.

"He was, however, my mother didn't care for him. She always told me, Hele, that man is a cold-blooded murder and an unfaithful husband! But I didn't care; whenever he was with me, he was the warmest man and a faithful father. So, I ignored my mom's words even till this day!"

They laughed together, and the waiter brought out their lobster. Before she began eating, she added, "God, I miss him. I bet he'd love you; taking me to the Plaza on a first date! He couldn't stand it when David would take me to McDonalds' for dinner!"

"David?" Warren asked.

'Oh shit!' Helena thought to herself. Unsure what to do next she stuffed her face full of lobster and began chewing, "Umm, this is really good! Dig in!"

Appealing her, Warren began to eat, but didn't forget his question. He knew he'd bring it up to her later, when she felt ready.

After dinner, Warren and Helena walked beside the edge of central park. He laughed and told her, "Man, you can eat like a horse!"

"You know, if I didn't work out as often as I do; I estimated that I'd weigh over 250 pounds by now!"

"No way!" Warren didn't believe it, "That'd take years!"

"Yeah, well honey, I'm not young!" she told him.

Warren stopped her by an ice cream stand, and said, "What do you want?"

Looking at the flavors, she said, "Mint chocolate chip."

Paying for it, he bought them both ice cream. They walked into the park, and he asked her, curiously, "You know, I never did find out how old you are. So, how old are you?"

Taking a bite of ice cream, she asked, "How old do you think I am?"

He thought for a moment, "24."

She chuckled, letting out a short snort and pointed up.

"25? 27? 30!" Helena smiled when he said the last number.

"So, you're thirty; that's not old!" he told her.

"It's quite a few years older than you; 23 right?"

They sat down at a bench in the park, and Warren said, "Seven years is not that bad! Besides, you look great for thirty." He looked at her attractive body in awe when he said it.

Aware of his thoughts she said, "Shut up and eat your ice cream!"

But when she said it, ice cream dripped down her face. Warren started laughing at her. Clueless to her face, she looked at him, "What? Why are you laughing at me?"

Not standing it any longer, he pulled out a napkin and wiped off her face. When he did, she closed her eyes disgusted with herself and laughed.

Very close to her, Warren told her, "You know, you were great with those kids today; in the AP class."

"You were there?" she didn't even know.

He nodded, "You're a really good speaker, and the performance was wonderful."

"Well, I didn't attend Julliard; of course I took theater there!"

"You went to Julliard?" he was astonished.

"That and Oxford, with a couple years at Yale," she said matter-of-factly, throwing her empty ice cream bowl away.

"Wow, I'm impressed, and a little intimidated!"

"Intimidated? By me? How shocking," she said, pressing her temple against his.

Staring at her cold lips, he said, "Yeah, but in a good way."

Nodding, she replied, "Good."

He leaned into her this time, and kissed her very gently. There wasn't even a hint of French. Then, he got up and took her hand. Still a little shocked at the shortened kiss, she rose and took his hand. He extended his wings, and Helena instinctively held onto him just before he flew into the air.

Later, he touched down on her balcony. As soon as he did, Helena pulled him to her and kissed him passionately. Surprised at this, Warren followed her into the room as she shut the outside door.

She kissed him as she fell back onto her bed, bringing him with her. She placed her hands on his wings, and ran them down the soft feathers. Then, she kissed his neck and played with his ear.

After, she moved him off of her and onto the bed, and then got on top of him, kissing him deeper this time. Warren loved her touch; she knew exactly what turned him on and held her waist tightly.

Then, she pulled away from his lips and whispered, "Take your clothes off."

Even though he wanted to, he asked her, "Don't you want to wait?"

She kept kissing his ear, "What for what Warren?"

"Until you're ready," he said, thinking that this was too soon.

Stopping the kisses, she sat up and told him, "I'm not baking in an oven. Trust me; I've been preheated for quite some time!"

She leaned back over him and began unbuttoning his shirt. Still, Warren insisted, "I think we should wait; please Helena?"

She got up, and then asked, "Sure; if that's what you want?"

He nodded. She nodded back, and then slipped off of him. Warren got up slowly, trying to calm himself down. He walked towards the back door, and Helena followed him. He opened the door and walked outside to the balcony.

"Hey," she turned him around. She looked at his face, which wasn't a happy one. Buttoning his shirt back up, she told him, "I'm sorry if I moved too fast for you. To be perfectly honest, I haven't done this in _quite_ a while."

"Done what?" he asked.

"Actually had someone that liked me enough to want to wait. Someone that wants to sweep me off my feet first."

"Sorry, but I feel more comfortable that way," he explained.

"No no, it's okay. It's more than okay. I just didn't think _someone_ would want to romanticize me first."

Placing his hands on her shoulders, he looked at her with his baby blue eyes, "Helena, you should be swept off your feet. I just hope I'm up to the challenge."

Looking at him hopefully, she stated, "I think you are."

Then, he pulled her chin to him and kissed her gently on the lips. Leaning back, he smiled and told her, "Goodnight Hele."

She smiled as he flew off into the moonlight sky. As soon as he was gone, her expression changed from a happy one to a confused one. She went back into her room and said to herself, "I don't even remember the last time a man turned me down from sex! Damn, he _must_ like me!"


	5. Loathing

Helena rubbed her head as she sat in the lonely room. Her company just looked through the papers, not paying attention to her. She breathed in deep and took her mirror out of her purse. Here, her hair was a light strawberry blonde and much longer than she had ever had it.

Just at that moment, they both heard the door open and shut. Her company stood and shook the hand of an older man, accompanied by a younger man who looked almost forty. He was somewhat attractive, black hair and blue eyed with pale skin and a nice black suit on.

He didn't even look up at Helena when he sat down silently. His company said, "Do we have everything in order?"

"Yes," said her own company, "We've decided we don't want the apartment, so whatever you would like to do with it is alright."

The younger man leaned over to the older one, and he nodded, saying, "We don't want it. We'll put it up for sale and that'll be that. My client wants to know what you plan on doing about the ring."

Helena looked at the young man, unbelievingly. Her spokesperson looked at her and whispered, "What do you want to do Ms. Bianchi?"

She couldn't bear hearing those words. Finally, her fist she had clenched began to punch into her skin, "This is the last thing I'll do for you," she said and stood, taking off her ring.

Helena stared at the young man, and then slid the ring across the table at him. Reflexively, he caught it before he fell. When he looked up again, she was standing next to his seat at the door. With the coldness consuming her, she told him, "I'm not the only one that's different David."

Not letting her lawyer speak, she slammed the door behind her and left in a rage.

Gasping, Helena awoke in a place she did not think she would be. Looking around, she realized that she was in the countryside of New York.

"Oh right," she realized she was at Xavier's. She glanced over at her calendar, and sighed happily; knowing it was Saturday and she didn't have to go teach her classes.

After two months of teaching there, she had gotten into a pretty good routine. However, when she tried to get out of bed, she couldn't. She was stuck. Holding her head, she wondered, 'How drunk did I get last night?'

Turning over, she realized what had happened. Warren was next to her, asleep. She whispered aloud to herself, "Did I finally?"

She hadn't gotten Warren into bed whatsoever in the past two months course of their dating relationship. But, seeing him next to her, she realized that last night was their first night. Now that her memory was coming back, she was shocked to remember it. It was the first time a guy was with her, and did everything slowly. Not that it was boring; it was actually quite stimulating, and hot.

Grinning about it, she leaned back in bed and stared at him. She brushed her hand along his face, and over his smooth hairless chest. Still interested in exploring, she placed her hand on his wings; she had a fetish for his wings.

Anxiously, she leaned over him and kissed him intimately. Waking up, Warren was surprised by this but kissed her back. Helena moaned, but it quickly turned into a laugh.

Pulling back from him, she said, "Don't do that!"

He had poked her in her side. Frustrated, she got out of bed and began to get dressed. Then, she asked him, "Do you want to fly out and get some breakfast?"

"You know I can't, I have that business trip with my father today. We're flying to L.A. and then Atlanta and then to Japan. I told you I wouldn't be back for a week, remember?"

Helena pulled a sweatshirt over her and rolled her eyes, "Uh-huh. Why don't you just fly yourself home after the China trip; I'd be a quicker ride with you at the wing. Ha, get it, _you_ at the _wing_?"

He shook his head, "You're hopeless."

She got back on the bed and leaned close to him, "Come back here as soon as you can Angel-man. Got it?"

"If I have to." He groaned.

Her mouth dropped, "That's it, get your pants on and get out!"

"No, I don't think so," he leaned closer to her, but she pushed him back.

"I'm serious, get out!" but by that point, he laid down on her and kissed her passionately.

Helena slid her hand behind his head, his hair still too short to grab. Coming up from her, he said, "I have to go."

A few minutes later, Helena opened the front door to the school for him and said, "Have a good trip; get to know your father, that whole shebang!"

He laughed and kissed her again, "Bye; I'll call you when I land!"

She waved as she watched him fly away in his business suit. After she watched him leave, she went into the kitchen to fix herself something. However, she wasn't alone when she got there.

"Good morning." She glowed as she passed Rogue in the kitchen.

"Hey Professor B."

"I was about to make pancakes, you want any?"

"Sure," Rogue said, sitting down at the counter.

A few minutes later, they sat eating blueberry pancakes with not much to say. Every so often, Helena could feel Rogue staring at her. Finally, she looked up at the girl and asked, "Alright, you've got my attention, what is it?"

Rogue grinned and asked her in a quite voice, "So, did you have fun last night?"

Helena gasped, "You heard?"

Rogue laughed a little, "No, I didn't. And luckily for you I don't think anyone else did either!"

"Well, then how do you know?" Helena asked.

"Oh come on, look at you! You're glowing. I know you've wanted to do it with him forever!"

"Honey, longer than you know!" Helena added, "And I say again, tell anyone that I mentioned this to you and I'll fail you from my class; even though you've got the highest grade in their after your test the other day!"

"I did? I passed? Thank you B!" she hugged her teacher happily.

"Yeah, you deserve it Marie."

They finished their pancakes, and Rogue asked Helena another question.

"Ms. B, do you think it's okay for me to have sex?"

Helena, drinking o.j., almost spilled it everywhere, "What? _Have_ you?"

"No, but, I think I'm ready to, with Bobby."

Helena put the dishes away and went back to her seat next to Rogue, "Honey, I know I'm not the best role model to have, but you're too young!"

"No I'm not! I'm eighteen years old; and I love Bobby." She tried to convince her.

Helena sighed, and scratched her head, "I know you do. But, you don't need to have sex until after you're married. Because then, it's with someone who has officially dedicated his life to you. And you both have steady jobs by that point!"

"But what about you? You didn't wait-"

"Oh yes I did! David asked me plenty of times, but I made him wait!" Helena folded her arms proudly.

"David? You were married?" Rogue couldn't believe it.

Helena didn't realize that she hadn't mentioned it to anyone at the school, and sighed, "Yeah, I was."

"Oh," Rogue felt awful, "What happened?"

"Well, we started to fight; a lot. Then on day, he hit me. That's when we both knew it couldn't work. We were just going in different directions."

Rogue began thinking about this, along with her earlier question. Then, Helena leaned over to her and said, "Half of the marriages in this country end in divorce; it's a lot more common than you may think. But, at least when you're married, you're being supported financially and with someone who has committed himself to you. I mean, my marriage wasn't all bad. Only the last two years were rocky. But the first two, God were they great!

"Sex can be wonderful like that; you feel really proud of yourself too when you 'wait'. That's the best way I can explain my logic to you."

Rogue nodded, deciding she would think about it later. Then, she asked, "So, are you ready for today?"

Helena said, "I'm drawing a blank. Ready for what?"

"Practice! Our class is putting on a play, remember?"

"Oh, yeah! What time do we start again?"

"You told everyone 12 a.m. It's 11:30 just so you know."

"Right, I have to go change; I'll meet you down there!"

At promptly 12:05, Helena opened the double doors to the school's theater. It wasn't the size of Radio City Music Hall, but being quaint was the perfect size for the group.

Helena went down to the front row and pulled out her notebook, "Okay, this is the third week of practice guys, and I think we've made a lot of improvements already. Hmm, okay. We need to work on act one scene five; let's see where you guys have taken this one. Places people!"

Kitty and Jeff (the annoying kid known as Bronson) brought their scripts on stage and looked at her.

"You two just remember that Shakespeare's play _Much Ado about Nothing_ is a comedy; you both sounded way to grave the last time I heard this scene. Try to lighten it up a little. Okay, begin!"

Kitty sighed nervously, and looked to Jeff to read.

He looked up at her, and said, "God keep your ladyship still in that mind! so some  
gentleman or other shall 'scape a predestinate  
scratched face."

Just then, Logan snuck into the theater through the audience door, watching them act it out like the typical high school actor. He leaned against the back wall and watched amused at the disaster.

Kitty: "Scratching could not make it worse, an 'twere such  
a face as yours were."Jeff: "Well, you are a rare parrot-teacher."

Kitty: "A bird of my tongue is better than a beast of yours."

Not taking it anymore Helena shouted out, "Whoa! Stop! Okay,"

She jumped up onstage and looked at the two, "Out of curiosity, do either of you know what you guys are saying?"

After a moment, the two shook their heads, lost. Biting her lower lip, Helena dropped her notebook and rolled up her sleeves, "Okay, let's get the basics down here. Beatrice, that's you Kitty, loathes the man Benedick. Jeff, same for your character, Benedick. Beatrice finds this man annoying and an appalling egotistical pig. Benedick believes this woman speaks too much and doesn't trust her for a second and is only suspicious of her behavior. And the madness ensues. You guys following me?"

They both nodded, "Yeah I get it," Jeff replied.

"Good. Again!"

Helena moved over stage right and watched them from the side. She glanced out at the audience and found Logan. He was watching her with the same serious annoying look as he always did.

Bugging the Hell out of him, Logan watched her bit her lower lip and tap on her notebook, looking over the scenes. When she looked up, he was gone.

"Professor B?" Kitty asked.

"How was that?" Jeff wondered.

"Oh! It was much better this time, let's move on," Helena looked at the empty theater one last time, and then went on with the play.

Over in Russia that night, an old man was working hard over a lab project. He tipped a small tube of green substance into a large beaker full of bubbling yellow chemicals. There was no effect.

"How's it coming?" a familiar British voice boomed from the darkness.

"Not perfect; but I am narrowing down my suspects of treatment," the man said in a thick Russian accent.

When he squinted closely to focus on his paperwork, his eyes turned red.

"Just remember that the assembly is only a month from us Bernard; it has to be ready in time," the voice from the darkness was revealed to be Magneto, walking with a cane in hand.

He was very weak from the 'cure' taking his strength through metal away, and is now nothing more than an old man.

Bernard smiled and turned to him, showing off his razor sharp fangs, "It'll be ready my old friend. Magneto will be back!"

"This is gonna be awesome!" Kitty exclaimed as she, Jeff, Peter, Bobby and Rogue walked up to the dance club that night in New York City.

"Yeah; Xavier never let seniors go out on weekends, but Storm rocks!" Jeff agreed, waiting in line with the rest of them.

"But don't you know? It was Professor B that convinced Storm to let us! She's so cool, and I still can't get over her car!" Peter said with great interest.

However, Bobby and Rogue were in a different world. Holding her hands, he said, "So, did you think about it?"

"Yeah," she said a little nervously, "I don't we should. I'm not ready; I'm sorry."

He lifted her head with his hand, "No it's okay; I've been thinking about it too and I don't feel ready either."

Hopefully, she asked, "Really?"

"Yeah," he looked at the entrance to the club and said, "Now let's go have some fun."

Along with the rest of the gang, Bobby took Rogue's hand and they went inside.

In the lower level of the school, Helena was hard at work in the exercise room. She hit the punching bag hard and fierce like she was cutting it like butter. Afterwards, she did a new push-ups and sit-ups, and then began pull-ups on a tall metal bar.

Walking in casually, sporting tight jeans and a black t-shirt was the rugged Logan. Taking her off her guard only slightly, he asked, "Hard day?"

Continuing her pull-ups, she replied, "No; I always do this. Two hours a day since I was uh, well, the students' age."

"Really?" he was intrigued.

She jumped down and put the tag of her black sports bra back behind her, "Yeah."

Helena walked over to the bench and lay down. Logan went over to her and began speaking again, annoying the Hell out of her, "You know, you are a very mysterious person Helena Bianchi. So mysterious that I looked your name up on the interent."

"Really," she said, pushing up 250, "Find anything interesting?"

"Nah, not really," Logan lied, "But tell me, _how_ did you pay for your college education? Sure is a lot to go to prestigious schools!"

"My father did; all four years at Oxford." She breathed heavily as she lifted the weights again.

"Oh yes, Oxford. However, you did attend Julliard and Yale as well didn't you?"

Helena looked at him funny as he continued, "I bet your dad was a fair man. Told you he'd pay for four years and you could take care of the rest huh? Figured you were smart to make your own way if you wanted to go another _six_ years at any college you so chose."

Helena got up, and began walking away, not liking where he was going with this, "And so, you waitress for a while, try a few 'acting' gigs in the Big Apple. But, nothing was really happening for you. Was it _Wonder Woman?_"

Helena stopped in her tracks. Closing her eyes, she didn't even turn when she softly replied, "What did you say?"

"Oh you heard me," Logan walked up behind her and whispered into her ear, "You were a stripper."

"SHUT UP!" she turned around and smacked him right in the face.

He adjusted his jaw and laughed a little, "What? Did I make the star mad?"

She paced around the giant wrestling mat they were standing on, enraged, "What the Hell is your problem? Do you always stick your nose into other people's business? Or, do you just have this 'bad vibe' about me because I'm everyone's favorite here?"

"God you really think you're all that? Well guess what honey, you're not! You're the daughter of a giant good-for-nothing crime lord and got paid by letting men put their paws all over you. And I never even heard about the infamous 'Lifeguard' before. I bet you didn't even bother to save anyone because all you cared about was yourself. Even dear old dad needed your help and you couldn't save him-"

"THAT'S IT!" Helena ripped a bamboo fighting stick from the wall and ran towards Logan, "AHH!"

She tripped him at the feet, and just before she threw it down on his stomach, he swiftly moved towards the wall to grab a stick himself. Helena turned and came up behind him, but hit him just as he turned and tried to hit her.

They locked sticks and looked into each other's eyes coldly. He gruffed, "I hate you!"

"Oh I hate you so much more!" she swung the stick at his head but he ducked. Then, cheaply, she kicked him in the balls.

Logan bent over a moment, and Helena chuckled in triumph. Then, he glared at her, taking it _very_ personally. He ran at her and tried hitting her over and over. She blocked each blow, going very fast, surprising him a little. Finally, she pushed him away and held her stick like a samurai sword.

Logan breathed heavily, "You're a lot stronger than you look."

"It's all about practice," she breathed heavily as well.

He ran toward her again, growling. They slammed their sticks together, each trying to hit the other again and again. Then, suddenly, the bamboo broke on both sides.

Looking at their busted pieces, Helena dropped them and punched him in the face. After, Logan stopped her hand and hit her back. She fell to the floor, holding her face with her hands. She gasped helplessly.

Leaning down, he looked at her sympathetically. Grinning away from him, Helena turned and pushed him to the ground. She hit him in the face over and over. He tried to hit her back, but she blocked him.

Just as she prepared another punch, she stopped. Logan's claw came out a scratched her in the belly. She slid off him, and knelt on the floor, catching her breath. Logan panted, and then realized what he had done.

However, after a few seconds, the scratch on her belly disappeared. Logan's eyes widened. She had healing powers too. She jumped up and kicked him in the face. He fell back, but quickly recovered and followed her to the weights. She threw a few at him, but he dodged them quickly and headed for her.

Jumping on the bar, Helena kicked him in the stomach. At full rage, she used her manicured nails and scratched him hard in the face. She caused two dents, and blood quickly followed.

Both stopped. Logan cracked his neck, and then healed the nails marks. Helena's mouth dropped. Not noticing this, Logan came at her again. However, she put out her hands. He stopped when he noticed a tear running down her cheek.

Confused, he looked at her. Suddenly, she whispered, "No!"

Quickly, she turned and ran out of the fighting station. Still bewildered, he followed her. He didn't catch up to her until she was upstairs in his hallway, heading to her own room. He grabbed her arm and twisted her around; grabbing her with both hands.

He looked at her unusually with his hazel eyes. He didn't know what to say, but only gazed at her. She stared back at him with her deep turquoise eyes. Fear was in her face though she hid a mask of fury over it well.

They both breathed heavily as they stood staring at each other in embrace. Then, the animal instinct took over. Logan pulled her to him and kissed her hungrily. Helena pulled him back surprised, and looked at him again. He was about to apologize until she pulled him back to her with intense passion.

Pushing the door open, Logan kissed her into his room, and shut it behind him. She jumped onto him and pulled off his black t-shirt. They kicked off their shoes, and then Logan fell forward with her onto the bed.

Helena pushed her hands into his back, feeling his strength over her. Forcefully, she undid his pants and pulled them off with his boxers. Logan ripped Helena's bra off and kissed her breasts impatiently.

Then, he pulled off her pants and came back to her face. Suddenly realizing what was happening, Helena bit her bottom lip in a nervous anxiety.

Like an animal, he growled, "Would you stop doing that?" and kissed her lip vehemently.

Then, he pushed himself inside her. Helena breathed deep, feeling a rush flow over her. She moved with him as she dug her nails into his skin. It made no difference since he healed himself in seconds.

Logan kissed her neck and sank his teeth in, making marks as well. He watched them disappear in amazement.

They moved harder and faster, getting closer to each other. They never stopped touching; they never stopped kissing. Then finally, Logan let out a wild growl and Helena moaned with him.

The next morning, Logan awoke lazily. He turned over in bed, reaching for her. However, all he found was a pillow. Opening his eyes, he saw she wasn't there. He looked around his room, which was a mess. He thought to himself, "What did I do to my room? And how much did I do it?'

Then, he remembered Helena. Oh God, she was amazing. She was so aggressive; he'd never met someone so comfortable and confident with their sexuality. 'I bet she won't admit to this!' he thought, as he got dressed.

Heading towards the kitchen, Logan yawned heavily.

A knock came from the front door. Helena already dressed and in complete control of herself, opened the door. There stood a very tall, beautiful woman, who smiled slightly and said, "Helena."

"Raven." She let her in with a serious look about her.

At the end of the hallway, Logan walked unsuspectingly. When he looked up, he stopped. He got out of view and peered around the corner. There was Helena, standing with the former blue mutant known as Mystique.

"What the hell is going on?" he said to himself.


	6. Eternal Truth

Logan followed Mystique and Helena to her classroom. Peering out from the hallway, he watched Helena close the door cautiously.

"Damn!" he whispered aloud to himself. He wouldn't be able to hear what they had to say to each other. So, he turned around and walked away, knowing his moment would come.

Mystique, or Raven, looked around the room curiously. She chuckled and moved the black hair away from her face, revealing deep blue eyes, "You always said you loved literature back in London; can't imagine you wanting to teach these kids though!"

She leaned on her desk with a light, suspicious smile. Helena kept a grave look and arms crossed, "You're human."

"Yes," she said rather irritated, "A policeman got me a few months back; when I was with Erik."

Helena thought about it, and then realized, "Magneto left you?"

"He said I was of no use to him anymore; without my gift."

Helena replied, "Man, I can't imagine you without your powers. Do you even like the way you look? Like a human?"

Raven cringed when she heard the word 'human', "It's not what I wanted; but I'm trying to make use of myself without my gift. To tie loose ends,"

Helena walked over to the window and looked outside, "Raven, our loose ends are too twisted to even tie up. You and I both know that."

Raven stood up, "Yes, I do," and then she said lower, "But I still stand by your favor; the one I owed you after everything."

Helena turned around, in disbelief, "Are you trying to tell me-"

"Yes," she stared her down with her eyes, "He's in Manhattan's Hospital."

Helena's heart was pounding. She looked up at Raven and asked, "That's why you came?"

She nodded, "I wouldn't have if it was something minor; he doesn't have long."

Helena nodded and they walked out of the classroom together. She walked Raven to the front door, and then stopped her before she left.

"Even though we put each other through some fucked up trials; I still considered you my friend, in the beginning."

Raven smiled a little bit, "You were the best fight I ever had; the only one that's come close is claws."

Helena thought about Logan, and then replied, "He is a challenge."

And with that, they parted. As soon as she was gone, Helena ran back to her room and packed her things. Before anyone knew where she went, she had started up the engine of her mustang and headed for Manhattan.

That night, a man of around sixty lay in his hospital bed, feeling very weak. He looked up at the ceiling and conjured his deepest thoughts of life.

Just then, a young woman of about thirty opened the door and walked in, shutting it behind her.

"You never were one to knock," the old man told her, with a thick British accent.

"You never were one to stop complaining," she replied wittingly.

He chuckled a little, but began to cough when he did.

"Or smoking," she added.

She walked over to his beside. He smiled bittersweet, "Hello Helena."

"Hi Bloom," she looked around and noticed all the flowers, "Did your family bring those?"

"Yes," he told her, "Kate made sure all the kids brought me some; she's stubborn that way."

Helena smiled a little, "I wish I could've met her. Where are they now?"

"Oh, she left a little while ago. I think she said John would be by to take over the next shift soon."

He took her hand and looked up at her face, "My God, you look like you haven't aged a day; I like what you've done with your hair."

Helena couldn't take it any longer, and could barely whisper, "You know why I'm here don't you?"

He nodded, "I figured you'd show up as soon as you got wind of it."

She held back tears frightened, "Then let me fix it. You can go home to Kate; you'll be healthy. I promise I won't bother you after that! Please, let me help you!"

He sighed, and took a picture at his bedside of his family and looked at it, "The doctors said they couldn't help me anymore but only to make me feel comfortable."

The old man took her by the hand and looked at her with pale blue eyes, "This is supposed to happen Hele; I ate cheeseburgers and smoked like a chimney for the good part of my life. It's time for nature to take its course. You always told me I had the choice. Well, I choose to go the way God intended me to."

Finally, a few tears came out from her turquoise eyes. She looked at him, feeling so lost.

He looked at her, and then smiled, "You've met someone."

She looked at him, denying it with her eyes. But he saw right through her, "No, you did meet someone."

"There are more _someones_ than you think," Helena replied.

But he shook his head, "No. _You_ know who I'm talking about. Must be a good guy to put up with you."

Helena looked down, unable to see the sight of the old man, loosing strength. Then, he placed his hand on hers and scratched it lightly, causing her to look up at him, "It won't end up the same way if you don't let it Hele. Not if he loves you the way I think he might."

She wiped her tears and looked at him one last time, "Are you _sure_?"

He nodded, "It's time. Goodbye Helena; you know that you were the love of my life."

She breathed in a hard sigh and replied, "I know. Goodbye David."

She looked into his soft eyes one last time, and then turned around and left, leaving the door open. She walked down the hallway, tears streaming down.

Back in his room, David Bloom looked at his family one final time, and then closed his eyes.

Helena kept on walking when nurses and a doctor ran past her to Bloom's room. She made it to the elevator, and let it shut behind her.

The next afternoon, David Bloom's funeral took place at a giant graveyard outside in Central Park. His wife Kate, wearing black sat next to his grave with her three sons and one daughter. Many people were gathered around them.

About seventy feet away, Helena stood under an oak tree, wearing a deep blue dress. It had David's favorite color. Her hair was now a dark brown, she had done it that morning.

"Nice hair," a deep voice commented beside her.

Helena didn't need to look over to notice it was Logan, "You followed me here?"

"It wasn't hard; your scent was all over me," he replied.

Helena scratched her head causing her wavy hair to go wild, "What do you want?"

"I want answers, about you."

She chuckled and began to walk away, "Answers about me? Wow, I figured you wanted some more of the other night; you seemed to _really_ enjoy that. Like you hadn't done it in years!"

He walked beside her, not replying. She stopped and looked at him finally. She asked, "_Years_?"

"Not since I've been at the school," he replied in a soft mutter, walking again.

Helena shook her head, "No wonder you're so wound up! Man, I don't know why-"

Aggravated, he took her in his arms and held tightly, "Would you shut that mouth of yours and listen to me? You are going to play nice and tell me why Mystique came to see you yesterday? And who the Hell is this David Bloom guy? And why did you have sex with me?"

Helena was not at all scared or surprised. Sighing, she said, "Okay; we need to sit down."

On a bench a little further down, she explained to him, "I met Mystique in London when I went to Oxford. We were roommates."

"Roommates?" Logan couldn't believe it.

"Yes; we quickly figured out each other was a mutant. She had a hard life and wasn't very placed with the society around us; but for some reason wanted to go to London to study Psychology. Anyways, she was in disguise of a normal looking girl; so no one would suspect who she really was. And then, we met David.

"David Bloom was at the school getting a Masters degree in Science and Technology. Anyways, she and I quickly fell for him. However, he didn't trust Raven, and had deep affection for me. After college, we got married. Mystique was enraged and tried to kill him many times, and me as well. But then, she met a man named Erik Lehnsherr, AKA Magneto. Enough said there.

"Then, my thirtieth birthday rolled around. David and I were still living happily in London. And then, my thirty-first birthday came, and my thirty-second. I knew the moment after my thirtieth birthday passed that I wasn't getting any older, but David didn't figure it out for two years. Apparently, I was at my prime at the age of thirty, and time has slowed down for me. To this day, I haven't aged. I can feel it.

"David was so upset that we got a divorce. He said he could love a mutant (he was human) but wanted someone to grow old with. We both knew I couldn't give him that. That was almost twenty years ago. He was ten years older than me Logan."

He looked at her in shock, "Are you trying to tell me you're-"

"Fifty years old, next May," she looked up at the red and yellow trees.

"So, you were able to go to Oxford, Julliard, and Yale over a long period of time because-"

"That's all I had, and have; _time_," she looked at him finally, "I also met the Professor at Oxford. He was teaching there with Erik before they formed the school. He told me the plans for it, and I looked up to him and respected him greatly. We always kept in touch. And one day, I called. He told me about a mutant that was now at the school. A mutant that had healing powers and could be older than he was. I never knew until we fought that he meant you."

Then, she took him by the collar of his leather jacket and whispered threateningly, "Never tell anyone about this; they can't know how old I am. Not yet,"

"What? Is it because of fly-boy?" he mocked.

Her eyes narrowed, "I'm serious Logan; you above all people should know how hard it can be; living life alone. Knowing you'll die after all your friends are long gone."

He looked at her, and thought about it deeply. He did know what it was like; he never imagined someone else being in the same situation he was in.

Before he could speak, Helena got up, "I have to get back to the school; there's another rehearsal tonight with the kids. You got a way back?"

He held out the keys to Scott's former bike and said, "I'm covered."

"Alright," she said a little awkwardly, "Later."

She walked away from him, as though she never even slept with him.

Driving back, Logan still couldn't believe she was fifty (49) years old. She sure didn't look like it, or act like it. He couldn't believe she was friends with Mystique as well, who was also older than he thought. But that didn't matter; none of that affected him in any way. At least he figured out she wasn't evil, or was she?

A few days later, Warren came back from his trip. Helena was so glad to see him; but felt just a bit awkward after having sex with him. It was great, but, she couldn't help but think about Logan.

The following week, the school held a 'fall ball' for the students. It was held in the garden at night with stringed lights over the dance floor. Logan, in black slacks and a dark brown suit shirt, noticed almost everyone was there; _almost_.

Then, she walked down the stairs. Helena wore a forest green cocktail dress with her dark brown hair held up by a red rose. He was about to go over and talk to her for the first time since Central Park, but someone came by her side.

Warren wore a full black suit, much more expensive than Logan's, and kissed her on the back on the neck. She smiled and looked back, only to receive a kiss. Logan looked away with disgust; they always had to go for the pretty boys didn't they?

Logan went over to the bartender and said, "I'll have a bud."

"Sorry sir, no alcohol; but here," he handed him a coke bottle.

Logan took it, feeling almost insulted. He walked over to Storm, who was also dressed up and with a date.

"Logan, let me introduce you to Bryan, my date for the evening."

Logan shook the tall, dark handsome man's hand, "Hey."

"Hello, I-"

"Oh, I love this song, dance with me?" Storm asked him.

Bryan said no more and took her onto the dance floor. Logan was a little annoyed, but handled it coolly. Then, he saw Rogue and Bobby over talking with Warren and Helena. They were laughing and having a generally good time.

All at once, Logan felt the way he always did; like a loner. Later on, Warren and Helena were on the balcony next to the stairwell leading down to the party. They had been talking all evening.

"My dad really respects me; he feels that I'll be ready to take over for him very soon."

"That's great Warren, who would've thought a mutant will soon be in charge of the 'cure' and its company?" she said jokingly.

Warren smiled a little, but not too pleased with the remark. Just then, his cell phone rang. Helena waited patiently for him to get off. Suddenly, the dj played 'Your Song' by Elton John.

When Warren got off the phone, Helena asked, "Hey, would you da-"

"Sorry sweetie, I've got to get to the office. A lawsuit just came up and my dad says it's big; I've got to go!"

He began to walk to the other end of the balcony, but Helena tried to stop him, "Could you at least dance with me for a minute? Just a minute; it won't take a lot of your time!"

He spread out his wings and looked back at her, "I'm sorry, but like my father says, 'Time is money'. Don't wait up; I'll be late and will probably just go back to my place. It's in the city anyways. I love you, have a good night."

He kissed her, and then flew off. Helena watched him go, and sighed, "'Time is money'? Than I must've have millions in my bank account!"

She walked back to the railing of the balcony, disappointed. David was wrong; he wasn't 'the good guy putting up with her'. He wasn't even there.

"I guess since you grew up in the seventies, you really like Elton huh?" Logan looked over at her, grinning roughly.

She grinned back, "I'm a Stones' fan at heart; but this is 'my song'."

A few moments later, they were dancing in the crowd. Logan stared her down with his hazel eyes, and she did nothing else to stare back.

"Is it alright if I tell you that you look good?" he asked.

She smiled, "Sure, thanks. And hey, you clean up well yourself."

Nearby, Rogue and Bobby danced. Rogue watched the two curiously as they danced a few more songs.

Later that night, Logan walked Helena back to her room. They looked at each other awkwardly, and Helena was about to go in when he said, "I need to tell you something, can I come in?"

Confused, she opened the door and walked in, waiting for him to join her. When she shut the door, she walked over to her mirror and took out her rose, letting her hair fall down.

"Shoot," she remarked, waiting on him to speak.

She took of her shoes when he started, "I uh, wanted to apologize about before."

Helena began taking off her earrings and asked, "About what?"

"About accusing you for being evil. And, for calling you a whore."

She turned around and looked at him. Moving towards him, she said, "Logan, wait you-"

"No I need to say it. It was wrong for me to accuse you because you sold yourself to make a buck. I did the same thing."

Surprised, she asked, "_You_ were a stripper?"

He grinned a little, "No, not a stripper. For a while I fought in a cage at a bar; any man could go up against me and try to take me out. I never lost of course, but it was a way to get by; make ends meet. Anyways, I was fast to judge you the way I did. I just wanted to tell you that I made a mistake."

Breathing in a hard, deep breath, she told him, "You know, you and I are not so different. Isn't that a little scary?"

"Yeah," he replied.

She turned and opened her door to her balcony, "What's even scarier is Warren. God, I don't know how the Hell I'm gonna tell him I'm almost fifty. People have a hard time understanding that."

Surprised to find Logan right behind her, she got goosebumps when he touched her bare shoulder, "I understand you."

She turned around with a grin, "But you have a slight advantage; having the same problem I have."

"Problem? I see no problem with you Hele."

She grinned at him. He asked her, "What?"

Chuckling, she replied, "You've never called me that before, 'Hele'."

"Yeah, well don't get used to it. I'm not into the whole nick names for women; or pet names either."

Narrowing her eyes, she asked, "Oh, but what about the other way around? What if I started to call you oh let's see, ah, Wolfie! How'd you like that?"

"I wouldn't." he remained stone faced.

"Oh no, say the kids were in the hallways and I shouted across to you 'Wolfie! Oh Wolfie! Come here!' I bet you'd love that."

"If you did; I'd kill you!" he moved closer to her.

She moved closer to him, "Really? And how would you do that? Seeing how it's near impossible!"

He glared at her devilishly, "Oh, I'd find a way."

"Yeah, but you'd have to fight me harder than last week. A _lot_ harder."

He slid his hands behind her head, running through her thick wavy hair. He leaned close to her and breathed in her scent, "I have to admit, you're scent is intoxicating."

Closing her eyes, she replied, "Good; I made it myself; I call it 'intoxicating'!"

"You never stop running that mouth of yours, do you?" he asked, kissing her neck.

"No; no one's ever had the strength to keep me quiet," she replied, breathing heavy.

Looking into her teal eyes, he told her, "I don't think you have that problem anymore."

He pulled her to him hungrily. They kissed each other intensely; feeling each other's strength. They moved over to the bed, and Helena pushed him back. Very sexy, she leaned back and pulled herself onto the bed, not taking her eyes off him.

Then, she gave him an evil smile, and he crawled up to her lips, grabbing her with his strapping arms. Helena held onto him tight, never finding the strength to let go.


	7. No More than Reason

One rainy Friday afternoon, Helena was sitting in her classroom, grading papers. She pulled a pen out from her long, blonde, wavy hair and wrote on a student's work. Just then, there was a knock at her door.

"Hey Professor, may I come in?"

Helena looked up and smiled, "Oh hi,"

It was Warren; he walked in and stopped at her desk. He leaned over and kissed her gently and then said, "I have something for you."

Even though his hands were in front of him, he had his way of hiding things. His white wings moved a little, and flipped a bouquet of flowers over his head and into his hands.

"Here, I bought them for you on my way up; I noticed you always look at them in the garden."

They were pink peony flowers. As soon as Helena took hold of them, her eyes closed and she could picture her father's death all over again. The spattered blood on the pink and white peonies; his last struggling breath.

Unaware, she dropped the flowers from her hands and blacked out. Warren's voice became muffled, and then silence.

Opening her eyes, Helena realized she was on the floor of her classroom. How she got there and how long she had been there was beyond her. Looking up, she saw Warren, Storm, and Logan.

She kept her sights on Warren, however. The last time she spoke to Logan was the night they slept together. That was two weeks ago.

"Are you alright?" Warren asked, concerned.

Holding her head, she tried sitting up, "I think so,"

"What happened?" Storm asked.

Helena remembered the flash, and noticed the pink flowers next to her. Clearing her head, she stood up, "It was just hot; that's all. I haven't had anything to drink for a while; just a faint spell."

"Good, we were worried for a minute there," Storm replied, tapping her on the shoulder, "Your kids are gonna break a leg tonight!" and then she left.

Warren picked up the flowers, and led Helena out of the room, "After that episode, I don't think I'll ever let out outta my sight."

And they walked out of the classroom, leaving Logan with a curious face about him. He knew there was more to her fainting spell then she let on. But why she wouldn't tell Warren, her boyfriend, was leading Logan to many questions.

Warren put the flowers in some water back in Helena's room. Helena sat down on the edge of her bed and explained, "I've just been working myself too hard. The play's tonight and I'm edgy; you know me!"

He sat down next to her and held her hands in his. His blue honest eyes marveled at her as he asked, "Are you sure there isn't anything I can do for you before I go?"

"Yes, thank you," she leaned over and kissed him tenderly, "You're coming to the show tonight, right?"

He nodded, "I have a quick meeting and then I'm on my way back. I promise I'll be there."

"Good, or else I'll have to clip your wings and keep you locked up in a cage in my room!"

She grinned at him like she always did, and he kissed her again. Afterwards, they got up and she led him to the door. Almost forgetting, Warren turned around and said, "After the show I'm taking you out for a night on the town!"

"Ooh," she awed, "What's the occasion?"

Brushing her blonde hair away from her face, he told her, "Your success on the play of course; but I don't need a reason to want to spoil you Hely. You're my girl."

He kissed her one last time. In Helena's mind, she felt awful, 'I'm no girl, I'm gonna be fifty!' She hadn't told him about David and her other life yet. But, she wasn't in a rush; she had all the time in the world.

"See you tonight." He smiled and then left.

"Yeah, see ya," she let go of his hand and let him walk away. She smiled, and then looked down. In a state of shock, she went into her room and slammed the door.

She went over to her mirror and turned on the light. Putting on her glasses, she looked very closely at her hand. It wasn't a fast pace, and it would be years still for her to grow into an old woman, but Helena was beginning to have wrinkles on her skin.

Running, Helena tried to catch up with Warren before he left. She was an idiot; why had she kept him in the dark for so long? Even though she would look thirty for a lot longer than most, she knew that eventually Warren could notice the occasional age spot. It was now or never. She had to save their relationship.

She burst through the front doors and ran out into the rain, "WARREN!"

She shouted for him, but he was already long gone. Hele hung her head low, turning back into the school dripping wet. Tonight; she would tell Warren after the play.

That night, the audience was filled with people; some parents and some fellow students and friends. Helena made a quick introduction to her AP class's performance of _Much Ado about Nothing_. After, she went stage right and watched her students act in one of her most favorite plays.

Peering out into the audience, Helena looked for Warren. However, she couldn't find him anywhere. During intermission, she called his cell phone.

After about eight rings, she got him, "Hey Hely! The meetings still going on; I don't think I'll make the finale," he whispered.

Helena covered the phone and sighed aggravated, and then uncovered it with a chipper voice, "It's alright W. Just meet me in the front parking lot and I'll be out as soon as I talk with the seniors. Okay?"

"Sure; I promise I'll make up for it tonight. We're still going out ya know."

"I know, I'll see you tonight."

"Okay, I love you," he whispered.

And there it was; the L bomb. Helena didn't expect it nor knew what to do or say. So, she gripped her cell phone in her hand and made static noises, and then shut her phone.

"I am the worst girlfriend ever!" she said as she went backstage to help the kids with their makeup.

Finally, the ending scene approached. Helena sat backstage, not really focusing on the play anymore. All she could think about was the fact that Warren wasn't there, and that he told her he loved her. She had no idea how to absorb all of it.

Just then, she was caught off guard by Jeff's booming voice as Benedick, who was on stage with Kitty as Beatrice. It was great; the two first started out like amateurs and now are wondrous in their roles. Helena didn't know why she liked this play so much; the main focus was a loathing couple that despised each other yet they were attracted to each other. How did that work?

Then, Helena heard Jeff's voice:

Jeff (Benedick): Do not you love me?

Kitty (Beatrice): Why no; no more than reason. Do not you love me?

J: Troth, no; 'no more than reason!'

K: Why, then my cousin Margaret and Ursula  
Are much deceived; for they did swear you did.

J: They swore that you were almost sick for me.

K: They swore that you were well-nigh dead for me.

J: 'Tis no such matter. Then you do not love me?

K: No, truly, but in friendly recompense.

Then, Rogue and Bobby came up, each holding a letter.

Bobby: I'll be sworn upon't that he loves her;  
For here's a paper written in his hand,  
A halting sonnet of his own pure brain,  
Fashion'd to Beatrice.

Rogue: And here's another  
Writ in my cousin's hand, stolen from her pocket,  
Containing her affection unto Benedick.

Kitty and Jeff read the love letters, and Helena watched them closely.

J: A miracle! Here's our own hands against our hearts.  
Come, I will have thee; but, by this light, I take  
thee for pity.

K: I would not deny you; but, by this good day, I yield  
upon great persuasion; and partly to save your life,  
for I was told you were in a consumption.

J: Peace! I will stop your mouth.

Then, Jeff placed his hands on Kitty and kissed her. Helena didn't know why, but she couldn't stop thinking about her and Logan. She peered out into the audience and quickly found him at the back of the theater, leaning by the door. He watched the scene with the same look on his face as Helena's.

Finally, the curtain fell and everyone took their bows. Later, Helena congratulated the cast and gave them the A's for putting together the play. Then, she smoothed out her violet strapless cocktail dress and walked up the aisle and out the theater doors. She put on her black shawl and headed towards the front entrance where Warren would be waiting.

However, just as she turned the hallway, Logan stopped her, "Can I talk to you a second?"

"Can it wait until tomorrow?" she replied and tried to get around him.

However, he held her shoulders and stated, "The last time you said that we didn't talk for two weeks."

Sighing, she nodded, "Shoot."

"Why are you with Warren?" Logan wasted no time.

"What? What do you mean 'why am I with-"

"You know damn well what I meant! Now answer me."

Still off guard, she replied, "I'm with him because he's sweet; he's always supported me and he takes care of me. He's a charming guy."

Logan processed it for a moment, and then replied, "He's a charming guy? Okay, if he's so charming, why did you sleep with me?"

Helena couldn't believe it, "I can't believe this! I made a mistake Logan; I slept with you and it was a mistake. It shouldn't have happened!"

"Well 'it' happened more than one time. I thought an intelligent woman like you would learn from her 'mistakes'. Not repeat them!"

She moved around him, "I have to go."

But he pulled her back, "Oh no you don't; you're just running from the truth. Just like the last time I wanted the truth; you ran!"

She rolled her eyes, "Fine! What do you want from me?"

After a few moments, he spoke, "I want you to say it."

"Say what Logan?" she asked irritated.

"Tell me you're in love with him. Do that, and I'll leave you alone forever."

"What? This is ridiculous! Yes, he told me he loved me on the phone. There, satisfied?"

"No I didn't ask if _he_ loves you; that's a given. But do you love him?"

She folded her arms and thought, annoyed, "Wha- well I don't know!"

He held up his hands, "There you have it!"

"That doesn't prove anything! Love is a hard thing to grasp Logan; I don't think you even know what love is, you've never been in love!"

He didn't speak, he only stared at her. Completely hysterical, she confirmed, "Right?"

Without a word, he walked her to Storm's office. There was a photo album she had. Logan pulled it out and flipped to a page with Jean and Scott outside in the garden.

In awe, Helena asked, "You were in love with the Phoenix?"

He shook his head, "That was her duel personality; hidden away because it was too powerful. The news story you're referring to was when she was last alive. The phoenix had complete control of her then. She almost destroyed millions."

Remembering the attack, Helena said, "But she was stopped at the last minute; no one knows who but someone killed her. They stopped her."

But then, Helena met Logan's hazel eyes. She knew, "You killed her; you killed her to save everyone, and herself."

He looked at her picture somberly, "I loved Jean; but it wasn't until that night that she knew."

Looking at the picture, Helena asked, "Who's the guy?"

"The one she chose. I remember her saying, 'Girls flirt with the dangerous guy. They pick the good guy; the one that sticks around.'"

Helena watched Logan shut the book gravely, "I thought I could be the good guy; but he was already there."

"I'm sorry Logan; I had no idea,"

"It's not your fault," he replied, looking up at her finally, "Listen, loving Jean was hard enough not being able to be with her. I don't know if I can bear it again; but if you truly have feelings for fly-boy, then be with him."

Helena couldn't believe what he was saying. He placed his hand on her cheek, "Be with the one you love; it's your choice."

"Why is it my choice?" Helena asked him.

"Well, for one thing, this is America. We have the freedom of choice,"

Helena laughed a little, "My sarcasm is rubbing off on you."

He continued, "The other reason is that two men-two men,"

He tried to say it; Helena could see that it was hard for him to. Apparently he wasn't good with the 'L' bomb.

"Two men love you. You have to decide who you're in love with. Or, if you're in love at all."

Logan wouldn't stop staring at her. Helena tried to watch him with her turquoise eyes, but couldn't bear it, "I have to go. Warren is waiting."

Then, she turned away from him, letting his hand fall. She quickly left his sight.


	8. Failure and a Win

Making her way to the front entrance, Hele tried not to think about Logan, or the fact that he admitted to loving her. He was just a stubborn, extremely attractive man that she made a mistake of sleeping with, twice. No big deal; she would put it behind her and go on with Warren, for who knows how long?

Opening the front door, she walked out and found Warren leaning against his car, "Where have you been? I spoke to one of the parents and they said it ended half an hour ago."

"Sorry, I was stuck with a few of my students and couldn't get away," she wasn't lying; she just failed to mention the part where Logan told her he loved her. 'No, don't think about it!'

"Uh, are you okay?" Warren moved closer to her and brushed her blonde hair away from her face. She was completely enamored by the thoughts Logan put into her head.

Coming out of it, she shot her head up, "Fine, let's get out of here."

When Warren opened the car door and helped her in, Helena felt a little disappointed that they weren't flying to dinner instead.

Once they were on their way, she asked him, "So, you like driving this thing?"

"Oh yeah, it's a nice change from flying everywhere. It gets kinda old sometimes. You know?"

"Yeah," she didn't really know.

When they were closer to the city, Warren stopped at a red light and took out a scarf, "I want you to put this on?"

Helena studied the green scarf, "Warren, as much as I appreciate this beautiful item; it really doesn't match my violet dress."

"Stop with the sarcasm; it's for your eyes. I've got a surprise for you."

Helena took it and tied it over her eyes, "Great; you know if any of my father's friends asked me to do this, I know they'd only be trying to give me a not so fortunate surprise than expected!"

Warren smiled and then added, "Don't worry; you know damn well I'm not in the mob and I would never want to hurt you. Besides, don't you have that healing power? You've used it on other people; can't you use it on yourself?"

Remembering that Hele hadn't told Warren that she was nearly fifty, she quickly remarked, "Oh I've tried it once or twice. No big thing!"

Finally, Warren stopped the car and turned it off, "We're here," he told her; she could hear the excitement in his voice.

He came around and helped her out of the car. Hele held onto him as he walked her down a path. She could tell they were still outside, but couldn't imagine where. Then, he stopped her and said, "Wait here."

So, she did. After a few minutes, she called out, "Did you leave and take my purse with you?"

She heard his laugh and he came back to her, "You do realize that if I did do that, you'd get no response, right?"

"Yes, but I also knew you'd never leave me here and that you would start laughing as soon as you heard that. So, are you all ready?"

"I've been ready for quite some time." Warren admitted.

"Oh, so you just stood there watching me look like a fool with this stupid scarf on-"

she stopped. Warren had untied the scarf and revealed where they were.

They were in Central Park where a table with candlelight was set up. Also, a man started playing the violin and another was preparing a meal.

Helena smiled and let Warren take her to her seat. They sat down and the waiter poured some wine.

Raising his glass, Warren said, "To you."

They clinked glasses and took a sip. Curiously, she asked him, "This is great, but why are we here? We're right in the middle of a pathway in the park; that's kind of random if you don't mind me saying so."

He grinned at her, "You always have a remark for everything."

"Its part of the charm I'm afraid," she shrugged.

"To answer your question, this is the spot we had our first kiss."

Helena couldn't believe it. She looked around, noticing the area, and nodded, "So it is. What made you pick this place? It's not our anniversary is it?"

He laughed, "No, it's not. But, it is a special night."

Warren took her hands in his and leaned closely to her, "Helena, I've only known you for a short while, but from that moment we kissed, I knew you were different from other girls."

"Ain't that the truth," she commented.

"And the more I spend time with you, the more I don't want to ever let you go," he stood up, and moved over to Helena's side, bending onto one knee.

He continued, "Helena Bianchi, I love you with all my whole heart-"

"Oh my God!" Helena whispered in shock.

"And I will for the rest of my life," he took her hand in his, "There is no one better than you for me."

Before she knew how to react, she felt him slide something onto her finger, "Helena, marry me."

She paused for a moment, rethinking what he said. Then, she looked down at her hand. It was a silver band with a 3 carat rectangle shaped diamond on it, "Oh my God," she repeated.

Warren looked up at her with his baby blue eyes, waiting intently for an answer. However, Helena felt so wrong about this, she couldn't marry him; she had lied to him from the start.

"Warren, you can't marry me. There are a lot of things that you don't know about me. Things I haven't been honest to you about."

"It doesn't matter what's in the past; I just want you," he stated.

"But that's just the thing, it's about _me_."

She pulled him up from the ground and stood. Taking a deep breath, she spilled it all. She told him about David, her first husband. Then, she explained her power.

"You see, I'm almost fifty years old. You could be ninety and I'd only look forty five, or younger!"

Warren held her face gently, "I'm glad you told me this; but I still want to marry you."

Helena, feeling very happy he felt that way, knew that she wasn't finished. She didn't want to tell him, but she knew if she didn't, she'd regret it for a very _very_ long time.

Not knowing how to put it, she just blurted it out, "I slept with Logan!"

The waiter dropped one of the trays. The violinist stopped playing. Warren looked at her with the same shock that was on her face when he proposed.

He was about to speak, but she interrupted him again blurting out, "Twice!"

Again, his tongue was caught.

Sighing, Helena said, "You don't deserve that Warren. That was my fault, not yours. You deserve someone that you can actually grow old with. I can't do that; literally."

Trying so hard not to become enraged or to cry, he could barely make out, "Do you love me? I mean, do you despite what happened?"

Staring him down with her turquoise eyes, she shook her head.

Feeling a great pain, he asked her again, "Do you love him?"

Quietly, she replied, "I don't know,"

All was silent. The waiter and the violinist looked at each other awkwardly, unsure of what to do.

Then, Warren felt Helena hold his hand, and leaned over and kissed him on the cheek, "I'm so sorry for the pain I caused you Warren. I never meant to do this to you. I mean it when I say you deserve better."

Warren watched her back away from him, and noticed a tear on her cheek. She turned and walked away from him. It was a tear on her face, it was a rain drop, and more began to fall. Warren looked down at his hand and found his engagement ring there. He closed his eyes and clenched the fist. His white wings hung low.

It rained the entire night. At around four in the morning, Helena was in her room packing. She scratched the side of her head, her hair now a turquoise blue that she had done not long before. She zipped the last of her things and took them to her car. Her hair was blue only so she would not be recognized by anyone.

Stepping out of the rain and into her mustang, she looked at herself in her rear-view mirror. Sighing, she admitted aloud, "What the Hell am I doing?" and then, she drove off.

The next morning, Logan woke up sluggishly. He hadn't slept great the night before; Hele went off with Warren, and I'm sure down the road she'd agree to marrying the poor son of a bitch. Aggravated and stubborn, Logan put on his jeans and black t-shirt and headed for the kitchen.

On his way, he felt a girl run past him, nearly knocking him down. He looked up to see that it was Rogue, heading for the head office. Curiously, he followed her to it.

Storm, inside the office was looking over some papers on her desk with the other teachers when Rogue barged in, "Tell me they're lying! Tell me it's not true!"

Storm sighed, "Rogue, what do you want me to say? Her room is empty and she left these resignation forms on my desk. That's it."

"What's it?" Logan asked harshly, wanting to know why he was out of the loop, "You having a staff meeting without me Storm? How nice of you since I'm not _really_ a teacher here, am I?"

Storm stood up and walked over to him, "I thought it would be better if I told the staff and then you in solitude since you'd take it harder than they would. It was no secret that you loved her!"

Logan stopped before he shouted, and processed her words, "Wait, what?"

Sighing, she said, "Helena's gone. She left early this morning. She quit her position here. No one knows where she went."

"What?" Logan couldn't believe it. But then, he asked, "Did you call the fly-boy? He should know where she is; they were together last night."

"Not for long buddy," a voice boomed from the door. It was Warren; in the same suit from last night, he was a wreck, "Thanks to you!"

"What are you talking about-" before Logan could finish, Warren lifted off the ground and flew in, punching Logan back.

He fell to the ground, and got up with Rogue's help. He pushed her back and ran for Warren.

Out in the hallways, the students walked around as normal. Suddenly, Logan and Warren brusted through the doors and wrestled down the hallway. The students screamed and got out of the way. The circled around them and watched.

Completely enraged now, Logan grabbed the back of Warren's wings and threw him against the wooden column. Warren fell down hard, unable to get back up.

With a smile in the corner of his eye, Logan said, "Finally, I beat you fair and square. Told you I could."

He turned around, finding a very angry Storm who said, "You sound like a child! Both of you in my office now!"

Warren pulled himself up and stumbled into the office behind the proud Logan. Bobby snuck in and shut the doors, finding his way to Rogue.

"Now," Storm said, sitting back down after dismissing the other teachers, "Warren, you have no idea where Helena might've gone?"

"No, she left me at Central Park last night around ten. Just before it rained; it didn't stop for seven hours."

Everyone looked at him, kind of weirded out from his tone and ghastly appearance.

Storm continued, "Alright. Then, there's nothing we can do. It was her choice to leave, and we must respect that. Now, I'll have to make a few calls to get a replacement for this January-"

"Wait you're giving up just like that?" Logan walked towards her desk.

"It's her life Logan; she can do what she wants, we can't help that."

"Oh I can. She doesn't know what she wants. Screw this; I'm going to find her."

Bobby and Rogue cleared the door and Logan opened it. However, someone was blocking his way. There on the outside was Mystique, still human, holding a file.

"We've got a big problem," she told them.

The file cover read, _Magneto_.


	9. The Good Guys Always Win

**Author's Note:** None of these characters are mine except Helena but not her mutant name or powers. And yesI picked the title of this story _before_ that band came out with that song with the same title. _They_ stole that from me! Enjoy the last chapter guys! R&R -Fairytaledreamer

Mystique didn't wait to be invited in. She pushed past Logan and dropped the files reading _Magneto_ on Storm's desk.

"We just found out some disturbing news from Russia. It seems an old chemist named Bernard Larnstien was found at a deserted lab near the capital dead. He had been experimenting with different chemicals."

"Where have I heard that name before?" Storm asked Mystique curiously.

Coming to the point, Mystique narrowed her eyes, "He was a mutant and ally of Magneto. You'll find in those files there that there has been no record of our friend Erik since the Golden Gate Bridge incident. And, the abandoned lab also contained notes and charts of a certain chemical that Larnstien had been working on for months. You'll find in that snapshot there it was called-"

"An antidote," Storm finished, looking at the picture in the file of the notes.

"Wait; hold on a second," Logan walked towards Mystique, "How do we know we can trust you? Yeah, Magneto left you once you turned human but still; _I_ have no reason to trust you."

"Logan," Storm answered, "She's been working undercover for the FBI these past few months. I checked it out myself; she's telling the truth."

"I wasn't finished!" Logan interrupted.

"God you're a stubborn ass!" Warren murmured under his breath.

Thanks to his excellent hearing, Logan pointed a claw at him and growled, "You better watch it fly-boy!"

He turned back to Mystique, "So Magneto's got his powers back. Why does that concern us? Unless you have any more valuable information for us; you're pretty much useless! Why tell us that the villain's back but no place to find him or start looking besides the middle of nowhere in Russia?"

"I wasn't finished either!" Mystique scolded at him, "This isn't FBI information; it's my own. I know Erik better than any of you will. The first thing he'll want to do once he has his powers back is to rid the people who did this to him. People that change the world; the ones that are of high positions. That's where he'll take his revenge and start a new power of his own."

"Oh shit," Bobby uttered.

"What? What is it?" Rogue asked.

"It's the Assembly," Storm told them, "The Assembly of all the high powers are meeting at the UN in New York City tonight. The president will even be there."

"Oh perfect!" Logan groaned.

"X-men, let's suit up!" Storm ordered.

Just outside of NYC, Helena walked up to an open booth at the national airport.

The old woman behind the counter looked at her awkwardly, unable to get over the girl's electric blue hairstyle.

"Can-can I help you miss?" the woman tried to continue on normally.

Looking at the global map above them, Helena studied hard about where to go. When she didn't respond, the old woman rubbed the back of her neck nervously, assuming Helena was on some sort of narcotic and repeated herself, "Miss?"

Helena completely ignored the woman's discomfort and replied, "Next flight out to Jakarta please."

The old woman raised an eyebrow, "Jakarta? Indonesia miss?"

"The only place I believe called Jakarta. Yeah, one way ticket. Next flight out."

"Okay," the woman looked down at her screen in search for the flight, "Next one out isn't until two A.M."

Helena pulled back her sleeve and saw it wasn't even 6 P.M.

Curiously, the woman leaned over, "Are you sure you'd like that one miss? The next flight leaves at a later hour of-"

"No no! That's fine; window seat too please. I'd like to look out at the ocean."

"I'm sure you would," the old woman murmured as she booked the flight.

However, Helena ignored it and kept her smile. She had never been to Indonesia, and had always dreamed of seeing it one day. Besides, she didn't know what else to do. She was already lost.

Back at the school, the X-men were in the lower levels suiting up. Logan broke in his suit by unleashing his claws through the gloves of his suit. Nearby, Warren cut slits in his shirt before he slipped his white wings through.

"Hey," Logan called to him. They met eye to eye, but with harsh looks. Still, Logan spoke, "Are you sure you want to do this? Where we're going there won't be any 'business types' or meetings. It's all combat, and we both know that you're not the best at it."

Warren was about to knock him upside the head, but Logan raised apologetic hands, "I mean, you haven't _actually_ fought with us before. I'm just warning you that this could be really dangerous; some of us might not make it through."

Lowering his fist, Warren zipped up his suit and walked past Logan, grumbling, "I've got nothing left to lose."

Making their way into the next room, the X-men looked up at their mode of transportation. The last battle they faced lost them their plane, but there before them was another. This one was thinner, and black. Everyone was in awe of its high tech exterior.

Finding Storm, Logan walked over to her and leaned towards her, "You _have_ been busy."

Smiling, she replied, "You have no idea."

Darkness swept over New York as the Assembly commenced as scheduled. Security swarmed both inside and around the UN building. However, none of them expected what was coming.

There was a rumble close by Central Park not too far from the UN. The guards were curious, but unconcerned. However, everyone by the park was in ciaos. Cars flew up and dropped onto each other as Magneto and his new crew headed towards the UN.

With Magneto was a small but powerful group of mutants. Apocalypse, he could change his size drastically. Magma, she is able to create lava and control it. Gladiator, having super strength, heat vision, and powerful breath. And then there was Plague, you figure out what he could do.

People ran for their lives; policemen tried to stop them. But, there was nothing they could do. Magneto smiled in his glorious entrance as he marched to the UN. By the time they would have the guns with the mutant antidote; it would already be too late.

In the jet, Storm flew fast to get to the UN. Bobby, Rogue, Peter, Kitty, Warren, and Logan held tight since they were going twice as fast as the old jet. Listening over the air radio, Storm said aloud, "Oh no."

"What is it?" Logan asked.

She switched the radio onto speaker: "People running in the streets and there's no where to go! I can vaguely see the four- no- five of them marching. It's only five mutants but they're as strong as a full army!"

Looking at Storm, Logan urged her, "Go faster!"

Sipping some coffee, Helena looked out the window at the planes coming and going. What was she thinking? It'd be great to go and travel again; just like old times minus the erotic dancing in between!

Just then, someone knocked into the back of her, causing Helena to drop her coffee. She crouched down and grabbed it, and then turned to see who had bumped her so rudely. However, it wasn't who she suspected. There she was face to face with a 7 year old werewolf. Or, at least the kid was dressed up like one. He had claws and growled at her, pretending to scratch her in the face.

She smiled and said, "Boy, you gave me a fright there Wolf!"

He smiled back just before his mother called, "Logan! Logan, get over here," he ran towards his mom and she took one of his claws in her hand, "What did I tell you about scaring people like that? I should have never bought you that ridiculous costume!"

Helena stood up slowly, not taking an eye off the kid. He looked back at her and waved. In a weird trance, she waved back. Finally, she snapped out of it and threw her coffee away, "Why is it every time I've almost forgotten him, he annoyingly finds me again!"

She brushed off her black jeans and began walking. She tried not to think about it, but she couldn't help herself. Finally, she stopped and groaned, "God, I really hate how you give me the obvious signs at the very last minute!"

Making up her mind, she threw away her ticket and went to public services to get her luggage back. However, on her way, she noticed a lot of people complaining, and screaming. All the flights were at a freeze; people were gathered around every television. Curiously, she pushed through the flood of people to find the news on.

Her eyes widened when she saw a man reporting the scene behind him. It was NYC alright, it was being invaded. She moved in for a closer look just as the cameraman zoomed in on an older man wearing a ridiculous helmet and black cape moving taxis from his path. It was Magneto; he had to be heading for the UN. She completely forgot the Assembly was today.

"Fuck!" she shouted and ran through and out of the building.

"Why do I always have to leave right before the fighting starts?"

She zipped up her leather navy blue jacket and headed for the parking garage. But suddenly, she stopped. Cars were jam packed everywhere. She'd never get there in time to stop him. Taking a deep breath, she closed her eyes.

"Helena Bianchi, you know what you have to do. You have to run; you're saving lives. Concentrate, you have to know that you're running to save lives!"

Slowly she began to run. She kept her eyes fixed on the city past the roads and bridges.

"Run! Dodge the traffic! Just run!"

To her amazement, Helena ran, fast. However, the cars ahead of her drew close. But suddenly, she jumped and ran faster on the tops of the cars. She grinned, but kept her eyes fixed on New York.

The plane had landed out of sight and the X-Men began to leave the plane. However, when Rogue started running off with the rest of them, Storm stopped her, "No, you can't go Rogue."

"What? I can help Professor; I want to help!" Rogue argued.

Bobby watched, he hated what Storm was about to say, but knew it to be right.

"You don't have your powers anymore. But that's okay, it was your choice. But it's useless for you to go in there. I need you to stay here with the plane and to fly it whenever I call you to get us. It's important, Marie."

As much as she liked her name, she hated hearing Storm use it this way. Treating her like a useless human.

"I'm sorry," Storm left the plane.

Bobby walked back up to Rogue and held her face gently. Somberly, he kissed her, and then ran off. Rogue felt tears running down her face. All she could think of was that word: useless.

Inside the UN, everyone had been panicking. Minutes before the news went on; they lost power in the entire building. Security thickened as the world leaders and politicians worriedly chattered with each other about what was happening. However, the UN Ambassador didn't speak to anyone. Henry McCoy, or Beast, knew that something wasn't right. He knew that someone was going to break in. Stealthily, he moved away from the politicians and snuck out of the guards' sight.

Just then, the doors to the front of the building flew open Magneto and his men had made it into the building with no problems. However, they were soon ambushed by the X-Men, who stood between Magneto and his goal.

"Well well well, look at all of you here again. I thought you had retired from your pathetic gang of X-Men!"

"Not while you're around Magneto," Logan growled as he released his claws.

"Oh please," he raised his hand, lifting Logan into the air, "Don't waste my time."

Then, he tossed him hard right, hitting the wall and falling down hard. Magneto smiled and kept walking. But just as the team went after him, they were stopped by his force.

Gladiator looked at the bunch and blew a quick breath towards them. All of them flew backwards, except for Warren who flew up and came down on the mutant.

Kitty got up and saw a Chinese girl about her age smiling at her. Kitty gave her a strange look, and then was blasted with liquid hot lava. She jumped into the ground and barely missed the hit.

Peter and Bobby fought Apocalypse, who was hard to hit since he kept changing size on them. As Logan came to, he ignored their battles and ran after Magneto.

Storm was having trouble finding Plague, who kept disappearing whenever she tried to hit him with a lightening bolt. When her last one struck the surface where he once was, she wasn't quick to notice he was right behind her. Just before he laid a hand on her, someone kicked him in the side, knocking him to the ground.

Storm turned to see it was Rogue. Smiling, she said, "I'm not completely useless you know!"

Suddenly Plague was back up and pushed Storm aside. He quickly and quietly laid his hands on Rogue's face, letting the poison flow through her skin. Grinning, he showed his black and yellow teeth as he released her to fall to the ground.

Looking back from the fight, Bobby saw this and panicked, "Rogue!"

Without hesitation, he jumped in front of her shaking body and forced ice from his fingertips. Plague tried to disappear, but the ice was faster then he was.

Storm and Bobby went over to Rogue, whose veins were coming out green. Bobby was about to touch her face, but Storm stopped him, "No! Don't touch her! You'll catch it too!"

"But how are we supposed to save her?" Bobby cried.

"You're not!" a voice echoed from behind them.

It was Helena. She looked at them as she panted only slightly, "I am!"

They parted as she stepped forward. She knelt over Rogue and looked at her intently. Then, she took off her jacket and placed her hands on Rogue face. The plague came over Helena for a moment, but she fought back quickly and strong.

Warren, arm in arm with Gladiator, noticed her there out of the corner of his eye, "Helena?" he couldn't believe she was there.

However, this distracted him and the mutant punched Warren down to the ground. Before Warren could fly back up to him, Gladiator used his heat rays and burned a part of Warren's wings. He was down. Without a moment to spare, Gladiator flew off to help Magneto.

Rogue took a deep breath again. The green veins were gone; she was saved. Looking up into Helena's face, she smiled, "I knew you'd come."

Helena grinned and nodded, "But you've got to stop playing the damsel cause I'm sick of saving ya!"

Just then, Kitty and Peter ran towards them. Apocalypse and Magma were in the offense. Hearing noises from the other room, Helena told Storm, "Take care of these two; Rogue, go help Warren!"

She began to run off, but not before Storm yelled, "Where are you going?"

"I've got to help Logan!" and she ran out of their sight.

The leader and politicians in the main room began to panic when all of the guards' guns flew up and above them, aiming down at all of them. Magneto floated into the room and quickly spotted the President along with other top leaders of the world.

"Gentlemen, you've tried stopping me before and have failed. So it's my turn to take vengeance on you all and start a new order for the new world. A world without humans!"

"Not if I have anything to do with it!" Logan growled from the shadows. However, just before he jumped at Magneto, Gladiator grabbed hold of him and they tumbled to the ground. Logan tried scratching him, but he was like a man of steel. Gladiator held Logan tight and brought him out from the darkness.

"You never give up do you?" Magneto sighed, "Gladiator, dispose of him once and for all while I discuss a little business with the UN."

The tall, large man nodded and pushed Logan to the ground like he was a bug. Just before he used heat vision, a blue furry man jumped out from nowhere and onto Gladiator, his shot missing Logan.

Beast pounded the mutant repeatedly in the chest. However, this took no toll on the man. He punched Beast off and blew him and Logan against the wall. Feeling his neck crack, Logan groaned and complained to Henry, "Come one Fur ball, that's the best you got?"

"Oh and you did so much better?" he snapped back.

However, their bigger problem was Gladiator's breath, forcing them against the wall. His eyes began to turn red; he would not miss his target again. And as the Gladiator shined his heat vision, he hit the targets.

But there was just one problem; the beams went through the two of them. Logan felt as though he was a ghost. But then, he saw her. Helena was there, touching both Beast and Logan, using her power to keep them from being hit by the beams.

Then, letting go of them, she placed her hands on the red beams and walked towards the tall man. With a small sigh of boredom, she pushed the rays onto Gladiator himself, causing him to fall backwards.

Beast blinked a few times and commented, "What a woman!"

Logan ran for her and grabbed her arm, "What are you doing here?"

But just then, Gladiator jumped back up and ran for them. Helena grabbed Logan and teleported them ten feet from the spot. Unfortunately for Beast, Gladiator headed straight for him.

Pulling back from Logan, she looked at him confidently, "Isn't it obvious? I'm saving your ass."

Logan frowned and looked at her sternly. She nodded and grinned, "You know I love you."

She pulled him in and kissed him. But, she didn't make it a long one. She let go of him and scratched her electric blue hair and gave him a grave look, "Make sure they stop Magneto's team."

"What?" she turned and walked away from him, towards Magneto, "What are you going to do?" Logan called to her.

Just as Magneto lined the guns up at either side of him, he heard a voice, "You-who!"

"Oh no," he turned and sighed, "I can't believe it. Helena."

She stood just below him, arms crossed over her black tank top looking no older than thirty-five, "Erik."

"You look quite lovely for someone your age. You'll be fifty soon won't you?"

"And you'll be ninety soon won't you Erik?" she smirked at him.

"Oh how I've missed your sarcasm. And your hair; I've never seen it blue before. Someone must've really gotten to you finally."

As Logan watched and listened, he didn't understand this. Her hair?

"I've got a message from your previous girlfriend. Mystique says put the toys away and turn yourself in like a good little terrorist."

"I am no terrorist; merely a keeper of the pure and just path."

"What in the hell does that mean? Erik, you may think you're doing the right thing, but you're not! Stop this now; I won't ask you again."

Magneto squinted his left eye, triggering the guns.

Helena turned her head slightly, "Erik, I will not warn you again."

This time, he revealed several grenade bombs from his belt and held them high.

They both froze. Helena wasn't thinking anymore; she had made up her mind a long time ago.

And then, she saw his eye move again. But she was just as fast as he was. She ran and stopped in front of the crowd of people, just before he let the guns fire. Spreading her arms out, she closed her eyes.

Logan watched as Magneto let the bullets fly in the UN. However, he had to shield his eyes, for a bright light blinded him. Squinting, Logan strained to see a giant shield over all the people. And one of them in the very center was glowing white.

"AHH!" Helena could feel the great power coursing through her veins. She had never felt this strength before; she had never attempted this power before. Not one this size.

But Magneto didn't give up. He stopped firing the guns and dropped them. He used his mind to bring a dagger from his belt to his view. If Magneto was going to destroy the leaders of the world, he had to destroy anyone in his way.

Without wavering, he told his mind to charge the dagger at Helena's throat. However, the dagger remained still. Magneto tried again and again, but it wouldn't budge. Suddenly, he felt his whole body go stiff, and his helmet slowly slid off his head. He tried to make any metal in the room move, but nothing was working.

"You have to stop this, old friend," a familiar voice came out from below him.

Magneto held his breath, "It cannot be."

Slowly, he felt himself float back down towards the ground, and without his will he was turned around.

An old man, strong and tall, stood before him. He had deep blue eyes; familiar eyes.

"Charles," he was astonished, "You're alive."

Beast had just knocked Gladiator cold when Storm, Bobby and Rogue came to him. They all looked over at Magneto and Charles.

Logan watched from behind Charles in shock. Even though it wasn't his body, it was the Professor.

"You should've known that I had the power if need be to transport my mind to another body. But I guess it was just doubt that blinded you. Just as your goal has made you blind to your madness."

Magneto didn't say a word, but only watched as the grenades slowly fell to the floor. Charles took a step closer to him, and spoke, "I'm sorry Erik."

Without even touching him, Charles put Magneto into an unconscious state, letting him fall to the ground.

Still holding her power over the leaders, Helena began to feel very strange. Her whole body went numb, and she let her hands fall. The white shield died, and Helena lost herself.

"No!" Logan ran for her and held her in his arms. He saw that her hair was now a snowy white, and that she was very pale. He gently brushed her face and called to her, "Helena, God wake up!"

Suddenly, he felt a presence over him. Logan looked up into Charles' eyes and heard him say, "We have to take her back to the school immediately. Come,"

As the X-men left, guards had already taken hold of Magneto's gang and quickly locked the unconscious Magneto away.

When Erik did wake up, he found himself in a somewhat familiar setting. The plastic jail box he was once in; restored and with tighter security than before. Also, he wasn't alone.

Erik rose from his bed slowly and sat down at the chess board with Charles, who was not in a wheelchair. Noticing it, he asked, "So how do you like walking again?"

"Very well; it takes me back to old times."

"Yes," still very sore, Erik remarked, "Before friends betrayed each other."

"I did not betray you Erik, I merely held you back from making a huge mistake. Your power did blind you from reality."

Erik gave him a concerned look, "Did?"

"Yes, the FBI and I felt that we should give you the medicine to strip you of the power. But we still lock you in here just to be sure that there is no temptation to try anything."

Upset and bitter, Erik watched as a young, beautiful woman came through the tube to escort Charles out. She had dark hair and blue eyes.

"Mystique." Erik couldn't believe it.

He saw an FBI badge around her neck and was in awe. Before Charles left he said to him, "Take a few years and try to piece back your life together, old friend."

Then, Charles left, but Mystique didn't fallow him before telling Erik, "You were so beautiful. What a pity."

Afterward, Erik sat at the foot of his bed, his favorite orchestra playing, slowly driving him into a rage.

It had been a week since the incident at the UN, and Helena was still in a fatal state. The Professor had her in the lower level in their emergency area, hooked up to machines to watch her every move.

It was about 2 o'clock in the morning when Charles came in to see her. The room was dark, but she wasn't alone.

Logan stood next to her bed, constantly staring at her. Taking a spot next to him, Charles told him, "You really should get some sleep. If anything happens I will let you know immediately."

But Logan shook his head, "No Professor, I have to be here when she wakes up."

Charles sighed and admitted, "What she did in there, that power, I have never seen her do something that strong before. Her body may not be able to take it-"

"NO! She won't die! I won't let it happen again!" Logan's words escaped his mouth before he could stop himself.

Looking down at her, Charles nodded, "So, you feel for her."

He didn't respond. Logan didn't want to talk about it. He just wanted her to wake up and for anything to start over.

"I met Helena a long time ago," Charles lightened the mood as he crossed his arms, "She argued with me over a poem I read to one of my classes back at Oxford. She was aggressive! Confident and head-strong. Reminded me of you when we first met. You were the only other mutant I meant with her healing power. For a while I thought you could heal others as well, but, it turns out she's the only one."

"In the UN, that power she used; it was incredible," he replied.

"Yes," the professor nodded, "She saved us all. I know that she would be relieved to know that. Her entire life she wandered in doubt of herself. That day, she really lived up to her name."

"Lifeguard," Logan answered, leaning over her and brushing her hair aside, "Professor, why is her hair white?"

"The same reason her hair was all the other colors Logan."

But he didn't get it, "Hold on, are you saying she just 'changes' her hair when she wants?"

"No, not exactly. Ever since she discovered her power, she also discovered that her emotions were a very important part of her being; which caused her hair to change."

Logan thought about it, "Oh my God, it makes sense now. When David died and I found her at the funeral, her hair was darker than before. And then her hair was blonde when she was with Warren to-"

"To blend in," the Professor guessed wisely.

"And the blue hair, she was-"

"Lost and confused," the Professor answered again, "But her white hair is much more complicated. Like I told you, she is weak. However, she had great strength with it when she fought Magneto. So, she waking up or leaving us is-"

"Hard to tell because of her hair," Logan finished, "Annoying when people interrupt you with the answer isn't it?"

The Professor sighed, "I just want you to be ready for the worst Logan; goodnight, I'll be back to check on you both in the later morning."

He patted Logan on the back and walked out of the room. Logan watched him oddly; not yet used to the fact that the Professor could walk.

Logan knelt next to Helena's bed and held her hand in his. He stayed up three more hours before falling asleep right next to her.

Not but an hour after he had dozed off, did Helena's hand twitch and her eyes open. Bringing her head up only slightly, she looked at her surroundings. She looked to her left and found Logan, asleep but still holding onto her hand unwaveringly. She grinned at him, and then sat up in bed.

The next morning, Logan awoke from his dreamless night still worried about Helena. He turned himself over onto his other side, grabbing his pillow jadedly. But then his eyes popped open, 'Bed? Pillow? How did I get here?' he thought to himself.

As he got out of bed, he noticed his shirt was off and he was only wearing his pants. He walked past his small balcony window to his bathroom. Then, he backed up a few paces and looked out the balcony again.

Walking out onto it, Logan gazed upon a beautiful young woman on his balcony looking out on the sunny day. Her hair was long and wavy, and an unexpected light pink. Feeling as though he was dreaming, he touched the woman gently.

She turned, brilliantly showing her bright turquoise eyes, "Hello."

"Hello," was all he could say back.

Still unconvinced that he was awake, he asked her, "Is this real? Or am I still asleep."

With her usual sarcastic tone, Helena began to walk back into the room and said, "Honey, you were asleep for two days; I doubt you could still be dreaming after that much rest."

But Logan grabbed her by the arm and brought her back to him. He kissed her gently for the first time, and leaned back saying, "No; still dreaming."

Helena smiled a little and told him, "Well, I've been pretty busy since yesterday. You missed my medal of honor that the President gave to me personally on national television. I got my job as the English slash theater teacher back here at school. Storm moved back into her old room, and I moved in here with you since there was no where else to go really. And I took a visit to Warren's and healed his wounds; the exterior ones at least. So yeah, you missed a hell of a lot of exciting stuff!"

Holding her by the waist, he replied, "You know; as interesting as that all sounds; the only exciting thing about all that is right here in front of me."

She gasped a little and retorted, "Was that a sarcastic comment hidden in a compliment? I am rubbing off on you! It felt like just yesterday that we were-"

"Helena-" Logan tried to stop her.

"-You couldn't get over my attitude and tried to tell me to-"

"Helena-"

"But I just kept on going because I couldn't stand your-"

"Helena!"

"Yes?" she answered as though she hadn't been talking.

He placed his hands on her neck and sighed, "I guess as long as we live; there's no other way to shut you up except by doing this."

This time, Logan kissed her strongly and passionately. Helena didn't notice her hair turn into a deeper pink until afterwards when Logan picked up a piece of her hair and let it drop through his fingers.

"I don't know if I can get used to pink," he told her honestly.

"Hey! You're gonna have to if you keep kissing me like that. Besides, you know you love me."

"Hey, I'm not the only one alone in this predicament! You love me too."

"Yeah, so we're pretty much screwed for a long time huh?"

He smiled and replied, "I couldn't imagine it with anyone else."

Logan held her in his arms tightly, never wanting to let go. But then, clouds in the sky formed and they grew dark. Helena and Logan looked at them for a moment, and then she said, "It's Storm."

Logan nodded and sighed, "Yeah, looks like we got another fight."

He ran out of the room and down to the lower levels. Before Helena followed him, she looked up at the sky one last time and said to herself, "Finally, I didn't leave before the fighting started!"


End file.
